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Takeda to acquire URL Pharma for $800 million
04-11-2012
by Kelsey Kaustinen  |  Email the author
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DEERFIELD, Ill.Takeda Pharmaceutical Co. Ltd. and URL Pharma Inc. have jointly announced the establishment of a definitive agreement between Takeda America Holdings Inc., a wholly owned subsidiary of Takeda Pharmaceutical, and URL Pharma. Under the agreement, Takeda America Holdings Inc. will acquire URL Pharma for an upfront payment of $800 million, as well as future performance-based contingent earn out payments. Once the acquisition is complete, URL Pharma will be managed by Takeda Pharmaceuticals U.S.A., Inc. if all customary closing conditions are met, the transaction is expected to be complete within 60 days.
 
"URL Pharma is pleased to become a part of a leading research-based global pharmaceutical company," Richard H. Roberts, M.D., Ph.D., CEO and chairman of the board at URL Pharma, said in a press release regarding the transaction.  
 
URL Pharma posted full-year revenues of almost $600 million in 2011, with Colcrys, its leading product indicated for the treatment and prevention of gout flares, bringing in nearly $430 million in sales in 2011. The acquisition expands Takeda's gout treatment portfolio, and will contribute to the company's revenues and non-GAAP operating income immediately. Gout, a build-up of uric acid in the blood that leads to painful joint inflammation, is another possible form of arthritis. Net sales of Colcrys are expected to surpass $550 million this year, and continued growth is expected throughout the drug's lifecycle.
 
The drug is a fitting complement to Takeda's Uloric (febuxostat), which is indicated for the lowering of blood uric acid levels in adults suffering from gout. The enhanced gout treatment portfolio allows Takeda to gain a firmer foothold in the U.S. Pharmaceutical market in addition to allowing it to offer a wider range of treatment, prevention and management options for patients with gout.  
 
"This acquisition expands Takeda's gout treatment portfolio and leverages our expertise in primary care," Douglas Cole, president of Takeda Pharmaceuticals U.S.A., Inc., said in a press release. "Gout affects more than eight million Americans, and the prevalence of gout is rising. We are pleased to have URL Pharma's Colcrys added to our product portfolio and look forward to further realizing our goal of helping patients by providing multiple treatment options to manage the symptoms of acute and chronic gout in the U.S."  
 
The acquisition is expected to contribute significantly to Takeda's revenues, operating income and free cash flow as soon as fiscal year 2013. The company plans to release a full report on the projected impact of the acquisition in its 2012 outlook for the fiscal year, which will be released May 11.  
 
URL Pharma employs approximately 500 individuals, though no comments were released as to what Takeda's plans are with regards to URL Pharma's workforce.
 
Takeda brought on Goldman, Sachs & Co. as its financial advisor for the transaction, with Sidley Austin, LLP, serving as its legal advisor. URL Pharma brought on J.P. Morgan Securities LLC as its financial advisor for the transaction, with Ropes & Gray LLP serving as its legal advisor.
 
Code: E04111200

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