Alexion Pharmaceuticals plans to shell out $855 million to acquire Wilson Therapeutics, the companies said today, in a deal that would add its Phase III candidate for the rare genetic liver disorder and company namesake Wilson disease to the buyer’s shifting pipeline.
Wilson Therapeutics is developing WTX101 (bis-choline tetrathiomolybdate), a first-in-class oral copper-protein binding agent designed to access and bind copper from serum and promote its removal from the liver. In November 2016, the company trumpeted positive preliminary Phase II data showing that once-daily dosing with WTX101 reduced serum free copper and improved hepatic and neurologic status in patients with Wilson disease.
At present, WTX101 is in an approximately 100-patient Phase III study (NCT03403205) assessing the drug’s safety and efficacy in adults with Wilson disease following 48 weeks of administration, compared with standard of care. Current standard of care includes metal chelators to remove serum copper, followed by maintenance with zinc to prevent re-accumulation. No new treatment options have been approved for Wilson disease in over two decades, resulting in what Alexion and Wilson Therapeutics say is a significant unmet need.
According to Wilson Therapeutics, WTX101 differs from current treatments for Wilson disease by providing an alternative copper-protein transport mechanism, rapidly forming copper-protein complexes with very high specificity for copper, quickly de-toxifying free copper both in the liver and blood, and promoting biliary excretion of copper to reduce copper overload.
WTX101 has received the FDA’s Fast Track designation, as well as orphan drug designations for the treatment of Wilson disease in the U.S. and European Union.
“The acquisition of Wilson Therapeutics is a strong strategic fit for Alexion given the overlap with our current clinical and commercial focus on metabolic and neurologic disorders, and is an important first step in rebuilding our clinical pipeline,” Alexion CEO Ludwig Hantson, Ph.D., said in a statement.
Added Wilson Therapeutics CEO Jonas Hansson: “Alexion is a global leader in rare diseases with a proven record of developing and commercializing therapies for patients with rare diseases, making them a great partner to make WTX101 available to Wilson disease patients worldwide.”
The acquisition comes a year into an Alexion restructuring by Dr. Hantson, who became CEO on March 27, 2017. The restructuring has included eliminating approximately 20% of its workforce, relocating its headquarters from New Haven, CT, to Boston later this year, and overhauling the company’s pipeline.
“We prioritized our pipeline to ensure that we are leveraging our leadership in complement and rare diseases, and expanded our focus from ultra-rare to rare, which we believe will have a meaningful impact on building the business in the long-term,” Dr. Hantson told analysts on the company’s quarterly conference call following release of fourth-quarter and full-year 2017 results, according to a transcript published by Seeking Alpha.
Alexion today launched a tender offer in which, through a wholly-owned subsidiary, it will offer SEK 232 ($27.89) cash for each outstanding share of Wilson Therapeutics. That price represents a premium of 70% over the company’s closing share price of SEK 136.20 ($16.38) yesterday; 89% above the last 90 trading days volume weighted average share price of SEK 122.56 ($14.74), and 373% over the IPO price of SEK 49.00 ($5.89) when the company went public on Nasdaq Stockholm on May 12, 2016.
The deal has been approved by both Alexion’s board, and has won a recommended approval from the Independent Committee of Wilson Therapeutics’ board.
Alexion said it has also obtained shareholder support agreements from the four largest shareholders accounting for 57.4% of Wilson Therapeutics’ outstanding shares and two additional shareholders accounting for 8.7% for a total of 66.1% of Wilson Therapeutics’ outstanding shares.
In addition, Polar Capital, holding 7.3% of Wilson Therapeutics’ outstanding shares, has expressed its support for, and intends to accept, the Offer, for a total support of 73.4%, Alexion said.
The tender offer is expected to be completed, and the transaction is expected to close, in the second quarter, following regulatory approvals.