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January 20, 2022

UCB to buy rare disease therapies developer Zogenix for $1.9bn

The company’s subsidiary will be merged into Zogenix and the remaining shares of Zogenix common stock will be cancelled.

UCB has signed a definitive agreement to acquire rare diseases therapies developer Zogenix in a deal valued at about $1.9bn.

Under the deal, the company will initiate a tender offer through its subsidiary Zinc Merger Sub to buy all Zogenix’s outstanding shares for $26 per share in cash.

The deal value also includes a contingent value right (CVR) for a $2 cash payment after receiving EU approval of Fintepla as an orphan medicine by 31 December 2023.

UCB’s subsidiary will be merged into Zogenix, with the remaining Zogenix common stock shares to be cancelled and converted to consideration per share, after completion of the tender offer.

Fintepla (fenfluramine) C-IV oral solution has received approval from the European Medicines Agency (EMA) and the US Food and Drug Administration (FDA) to treat seizures associated with Dravet syndrome in patients aged two years and above.

UCB Europe/ International markets head and Neurology executive vice-president Charl van Zyl said: “The proposed acquisition of Zogenix reinforces UCB’s sustainable patient value strategy and continued commitment to addressing unmet needs of people living with epilepsy with an increasing focus on those living with specific or rare forms of epilepsy, where few options exist.

“Complementing UCB’s existing therapeutic offerings, the Zogenix acquisition provides UCB with an approved medicine for a life-threatening, rare infant- and childhood-onset epilepsy marked by frequent and severe treatment-resistant seizures that are particularly challenging to treat.”

UCB stated that the closing of the transaction is subject to receipt of approvals from antitrust, tender of the majority of Zogenix’s outstanding shares, as well as other customary conditions.

The deal is anticipated to be completed by the end of the second quarter of this year.

In December last year, UCB entered an agreement with Novartis for the development of disease-modifying treatments for people with Parkinson’s Disease.

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