Forest Laboratories has agreed to shell out $1.2 billion in cash to buy specialty pharmaceuticals firm Clinical Data for $30 per share in order to get its hands on the latter’s recently approved major depressive disorder (MDD) drug Viibryd™ (vilazodone HCl tablets). The acquisition cost, which is net of net cash acquired, could go up by another $6 per share dependent on the future sales performance of Viibryd, which Forest aims to launch in the U.S. during the second half of 2011. The drug was approved by FDA in January 2011. The $30 per share acquisition deal represents a 6.6% premium on the price of Clinical’s stock when trading started on the day after it announced the approval of Viibryd and that it was considering a potential change of ownership, and a 19.2% premium on the closing price on that day.
The contingent payments that Clinical Data stakeholders could earn on top of their initial $30 per share are dependent on U.S. sales of Viibryd, and will be maximal if the drug achieves net sales of $1.5 billion within the first seven years of launch.
Forest already markets the antidepressants Celexa® (citalopram hydrobromide) and Lexapro® (escitalopram oxalate), which is also approved for the MDD indication in adults. “We believe that we are uniquely positioned to bring Viibryd to market in light of our long and successful experience of clinical development and expertise in the antidepressant market,” comments Howard Solomon, chairman, president and CEO at Forest.
While Forest’s acquisition of Clinical Data is primarily driven by the approval of Viibryd, the latter’s clinical pipeline also includes Stedivaze™ (apadenoson), an adenosine A2A selective agonist in Phase III development as a pharmacologic stress agent for radionuclide myocardial perfusion imaging. Solomon says acquiring the firm fits in with Forest’s strategy to acquire new products that will help offset the loss of revenues due to patent enquiries. “Viibryd will be the second new product that we expect to launch this year in addition to Teflaro™,” he states. “In addition, we are hopeful to obtain FDA approval later this quarter for Daxas (roflumilast) for the treatment of COPD. We plan to submit NDAs for aclidinium and linaclotide in the second half of this year and for two additional products in calendar 2012.”
Teflaro is a broad-spectrum bactericidal cephalosporin approved by FDA in October 2010 for the treatment of community-acquired bacterial pneumonia, including cases caused by Streptococcus pneumoniae bacteremia, and acute bacterial skin and skin structure infection, including cases caused by methicillin-resistant Staphylococcus aureus.
Forest recently reported overall net sales for the quarter ended December 31, 2010 of $1.1 billion, up 6.7% on the equivalent 2009 quarter. Sales of Lexapro (escitalopram oxalate) were $586.5 million, up from $582.6 million. Lexapro is a selective serotonin reuptake inhibitor for the initial and maintenance treatment of MDD in adults and adolescents and generalized anxiety disorder in adults.