LSP portfolio company Kiadis is being acquired for €308 million by Sanofi for its cutting edge cell therapy technology.



November 02, 2020 01:00 ET | Source: Kiadis Pharma N.V.

 

This is a joint press release by Sanofi ("Sanofi") and Kiadis Pharma N.V. ("Kiadis"), pursuant to the provisions of Section 4, paragraphs 1 and 3, Section 5, paragraph 1 and Section 7, paragraph 4 of the Netherlands Decree in Public Takeover Bids (Besluit openbare biedingen Wft) (the "Decree") in connection with the intended public offer by Sanofi for all the issued and outstanding ordinary shares in the capital of Kiadis (the "Offer"). This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities. Any offer will be made only by means of an offer memorandum (the "Offer Document") approved by the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten) (the "AFM") and recognized by the Belgian Authority for the Financial Markets (Autoriteit voor Financiële Diensten en Markten) (the ''FSMA''). This announcement is not for release, publication or distribution, in whole or in part, in or into, directly or indirectly, the United States, Canada and Japan or in any other jurisdiction in which such release, publication or distribution would be unlawful.

 

 

                                   Sanofi offers to acquire Kiadis for €308 million

Transaction highlights

  • Kiadis and Sanofi have reached conditional agreement on a recommended all-cash public offer (the "Offer") by Sanofi for Kiadis of EUR 5.45 in cash (cum dividend) (the "Offer Price") for each issued and outstanding ordinary share in the capital of Kiadis (the "Shares") representing an aggregate adjusted equity value of EUR 308 million1
  • The Offer Price represents a premium of 272% over the closing price on 30 October 2020, a premium of approximately 247% over the 30 trading days VWAP and a premium of approximately 200% over the 90 trading days VWAP
  • Kiadis’ proprietary next generation NK-cell technology platform and pipeline complements Sanofi’s existing therapeutic expertise
  • Sanofi’s infrastructure and capabilities will be leveraged to advance the development of Kiadis’ pipeline
  • Kiadis’ Boards unanimously support and recommend the Offer and believe the Offer is a fair reflection of the Kiadis’ potential, given the risk/reward typical to a biotech company and the capital required to execute its business plan; additionally they believe that the Transaction is in the best interests of Kiadis, the sustainable success of its business, its shareholders, patients, employees, business partners and other stakeholders
  • Funds managed by Life Sciences Partners have irrevocably committed to Sanofi to support the Offer and tender their 18.3%2 shareholding in the Offer
  • The Offer is subject to certain customary conditions, including obtaining required competition clearance, and is expected to complete in the first half of 2021
  • Kiadis to hold conference call for investors and analysts at 13:00 CET today
 
Paris, France and Amsterdam, The Netherlands, 2 November 2020 – Sanofi (Euronext: SAN and NYSE: SNY) and Kiadis Pharma N.V. (“Kiadis” or the “Company”) (Euronext Amsterdam and Brussels: KDS) today announce that they have entered into a definitive merger agreement under which Sanofi will offer to acquire all of the outstanding ordinary shares of Kiadis at a price per Kiadis share of €5.45 in cash (272% premium to the closing price on 30 October 2020), representing an aggregate adjusted equity value of approximately €308 million. The Kiadis Management Board and Supervisory Board unanimously approve the intended transaction and recommend the Offer to holders of Kiadis’ Shares.
 
John Reed, M.D., Ph.D., Global Head of Research and Development of Sanofi, commented, “We believe Kiadis’ ‘off the shelf’ K-NK cell technology platform will have broad application against liquid and solid tumors, and create synergies with Sanofi’s emerging immuno-oncology pipeline, providing opportunities for us to pursue potential best-in-disease approaches.”
 
 
Arthur Lahr, Chief Executive Officer of Kiadis, commented, “Kiadis’ vision is to bring novel cell-based medicines to people with life-threatening diseases, and this transaction will help achieve that vision. After the discontinuation of our lead product candidate and subsequent reorganization in 2019, we restarted Kiadis early in 2020 as an entirely new company focused solely on the proprietary and differentiated NK-cell platform that we obtained through the acquisition of CytoSen Therapeutics. Sanofi’s offer is a clear testimony to the uniqueness of our NK-cell platform and the rapid success of Kiadis’ transformation. The Kiadis Boards unanimously believe that Sanofi has the resources and financial strength to accelerate development of our NK-cell products, to the benefit of patients. We believe this transaction represents compelling value to shareholders and offers a fair reflection of the potential of our platform and pipeline, given the risk/reward profile typical to biotech and the capital required to execute our business plan. Finally, this transaction will provide excellent career opportunities for our employees, who will be viewed by Sanofi as their internal cell-therapy experts.”
 
 
Strategic rationale
Innovative K-NK-cell Platform
Kiadis’ proprietary platform is based on allogeneic or ‘off-the-shelf' NK-cells from a healthy donor. NK-cells seek and identify malignant cancer cells and have broad application across various tumor types. The platform has the potential to make products rapidly and economically available for a broad patient population across a wide range of indications.
 
Kiadis’ NK cell-based medicines will be developed alone and in combination with Sanofi’s existing platforms.
 
For more information, please use the following link:
 
 
 
 
 

 

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LSP portfolio company Kiadis is being acquired for €308 million by Sanofi for its cutting edge cell therapy technology.



November 02, 2020 01:00 ET | Source: Kiadis Pharma N.V.

 

This is a joint press release by Sanofi ("Sanofi") and Kiadis Pharma N.V. ("Kiadis"), pursuant to the provisions of Section 4, paragraphs 1 and 3, Section 5, paragraph 1 and Section 7, paragraph 4 of the Netherlands Decree in Public Takeover Bids (Besluit openbare biedingen Wft) (the "Decree") in connection with the intended public offer by Sanofi for all the issued and outstanding ordinary shares in the capital of Kiadis (the "Offer"). This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities. Any offer will be made only by means of an offer memorandum (the "Offer Document") approved by the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten) (the "AFM") and recognized by the Belgian Authority for the Financial Markets (Autoriteit voor Financiële Diensten en Markten) (the ''FSMA''). This announcement is not for release, publication or distribution, in whole or in part, in or into, directly or indirectly, the United States, Canada and Japan or in any other jurisdiction in which such release, publication or distribution would be unlawful.

 

 

                                   Sanofi offers to acquire Kiadis for €308 million

Transaction highlights

  • Kiadis and Sanofi have reached conditional agreement on a recommended all-cash public offer (the "Offer") by Sanofi for Kiadis of EUR 5.45 in cash (cum dividend) (the "Offer Price") for each issued and outstanding ordinary share in the capital of Kiadis (the "Shares") representing an aggregate adjusted equity value of EUR 308 million1
  • The Offer Price represents a premium of 272% over the closing price on 30 October 2020, a premium of approximately 247% over the 30 trading days VWAP and a premium of approximately 200% over the 90 trading days VWAP
  • Kiadis’ proprietary next generation NK-cell technology platform and pipeline complements Sanofi’s existing therapeutic expertise
  • Sanofi’s infrastructure and capabilities will be leveraged to advance the development of Kiadis’ pipeline
  • Kiadis’ Boards unanimously support and recommend the Offer and believe the Offer is a fair reflection of the Kiadis’ potential, given the risk/reward typical to a biotech company and the capital required to execute its business plan; additionally they believe that the Transaction is in the best interests of Kiadis, the sustainable success of its business, its shareholders, patients, employees, business partners and other stakeholders
  • Funds managed by Life Sciences Partners have irrevocably committed to Sanofi to support the Offer and tender their 18.3%2 shareholding in the Offer
  • The Offer is subject to certain customary conditions, including obtaining required competition clearance, and is expected to complete in the first half of 2021
  • Kiadis to hold conference call for investors and analysts at 13:00 CET today
 
Paris, France and Amsterdam, The Netherlands, 2 November 2020 – Sanofi (Euronext: SAN and NYSE: SNY) and Kiadis Pharma N.V. (“Kiadis” or the “Company”) (Euronext Amsterdam and Brussels: KDS) today announce that they have entered into a definitive merger agreement under which Sanofi will offer to acquire all of the outstanding ordinary shares of Kiadis at a price per Kiadis share of €5.45 in cash (272% premium to the closing price on 30 October 2020), representing an aggregate adjusted equity value of approximately €308 million. The Kiadis Management Board and Supervisory Board unanimously approve the intended transaction and recommend the Offer to holders of Kiadis’ Shares.
 
John Reed, M.D., Ph.D., Global Head of Research and Development of Sanofi, commented, “We believe Kiadis’ ‘off the shelf’ K-NK cell technology platform will have broad application against liquid and solid tumors, and create synergies with Sanofi’s emerging immuno-oncology pipeline, providing opportunities for us to pursue potential best-in-disease approaches.”
 
 
Arthur Lahr, Chief Executive Officer of Kiadis, commented, “Kiadis’ vision is to bring novel cell-based medicines to people with life-threatening diseases, and this transaction will help achieve that vision. After the discontinuation of our lead product candidate and subsequent reorganization in 2019, we restarted Kiadis early in 2020 as an entirely new company focused solely on the proprietary and differentiated NK-cell platform that we obtained through the acquisition of CytoSen Therapeutics. Sanofi’s offer is a clear testimony to the uniqueness of our NK-cell platform and the rapid success of Kiadis’ transformation. The Kiadis Boards unanimously believe that Sanofi has the resources and financial strength to accelerate development of our NK-cell products, to the benefit of patients. We believe this transaction represents compelling value to shareholders and offers a fair reflection of the potential of our platform and pipeline, given the risk/reward profile typical to biotech and the capital required to execute our business plan. Finally, this transaction will provide excellent career opportunities for our employees, who will be viewed by Sanofi as their internal cell-therapy experts.”
 
 
Strategic rationale
Innovative K-NK-cell Platform
Kiadis’ proprietary platform is based on allogeneic or ‘off-the-shelf' NK-cells from a healthy donor. NK-cells seek and identify malignant cancer cells and have broad application across various tumor types. The platform has the potential to make products rapidly and economically available for a broad patient population across a wide range of indications.
 
Kiadis’ NK cell-based medicines will be developed alone and in combination with Sanofi’s existing platforms.
 
For more information, please use the following link:
 
 
 
 
 

 

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