Concordia Healthcare Announces Agreement to Acquire Zonegran® in the United States and Puerto Rico
TORONTO, Sept. 3, 2014 /CNW/ - Concordia Healthcare Corp. (Concordia or the Company) (TSX: CXR) (OTCQX: CHEHF), a diverse healthcare company focused on legacy pharmaceutical products, orphan drugs, and medical devices for the diabetic population, today announced that its subsidiary, Concordia Pharmaceuticals Inc., has entered into a definitive agreement with Eisai Inc. ("Eisai") to acquire Zonegran® for commercialization and sale in the United States, including Puerto Rico.
"The acquisition of Zonegran for commercialization in the United States and Puerto Rico represents another advancement in the execution of Concordia's legacy product strategy, which management believes will provide significant and sustainable revenue going forward," said Mark Thompson, CEO of Concordia.
Zonegran® was first approved by the U.S. Food and Drug Administration in March 2000 indicated for adjunctive therapy in the treatment of partial seizures in adults with epilepsy. It is available in 25mg and 100mg capsules. Zonegran® is a registered trademark of Sumitomo Dainippon Pharma Co., Ltd. and licensed exclusively to Eisai Inc.
The Company has agreed to acquire Zonegran for US$90 million in cash, plus approximately US$1.5 million for purchased inventory. Completion of the acquisition is subject to customary closing conditions (including receipt of required regulatory approvals and third party consents). Management plans to pay for the acquisition through debt financing. Accordingly, the Company has entered into a commitment letter with General Electric Capital Corporation ("GE Capital"), GE Capital Markets, Inc. and GE Capital Markets (Canada) Ltd. Pursuant to the commitment letter, GE Capital has agreed to provide an incremental senior secured credit facility of up to $95,000,000 (the "Incremental Term Loan") by way of an amendment and restatement of the existing credit agreement among GE Capital, Healthcare Financial Services, as agent, the Company, as borrower, certain credit parties party thereto, and certain lenders party thereto, dated May 14, 2014 (the "Existing Credit Agreement"). All obligations of the Company under the Incremental Term Loan will be secured by existing first priority perfected security interests in the assets of the Company and the assets of its subsidiaries. The Incremental Term Loan is subject to a number of customary conditions, including the requirement that the requisite number of lenders under the Existing Credit Agreement consenting to the amendment and restatement of the Existing Credit Agreement to include the Incremental Term Loan.
Torreya Partners is acting as financial advisor to Concordia.
About Eisai Inc.
At Eisai Inc., human health care is our goal. We give our first thoughts to patients and their families, and helping to increase the benefits health care provides. As the U.S. pharmaceutical subsidiary of Tokyo-based Eisai Co., Ltd., we have a passionate commitment to patient care that is the driving force behind our efforts to help address unmet medical needs. We are a fully integrated pharmaceutical business with discovery, clinical, manufacturing and marketing capabilities. Our key areas of commercial focus include oncology and specialty care. To learn more about Eisai Inc., please visit us at www.eisai.com/US.
Eisai Inc. has affiliates that are part of a global product creation organization that includes R&D facilities in Massachusetts, New Jersey, North Carolina and Pennsylvania, as well as a global demand chain organization that includes manufacturing facilities in Maryland and North Carolina.
Concordia is a diverse healthcare company focused on legacy pharmaceutical products, orphan drugs, and medical devices for the diabetic population. The Company's pharmaceutical business consists of ADHD-treatment Kapvay® (clonidine extended release tablets), Head Lice Treatment Ulesfia® (benzyl alcohol) Lotion, Asthma-related medication Orapred ODT® (prednisolone sodium phosphate orally disintegrating tablets) and Irritable Bowel Syndrome treatment Donnatal® (belladonna alkaloids, phenobarbital). Concordia's Specialty Healthcare Distribution (SHD) division, Complete Medical Homecare, distributes medical supplies targeting diabetes and related conditions. Concordia's orphan drug division, Pinnacle, markets PHOTOFRIN® in the United States.
Concordia operates out of facilities in Oakville, Ontario; Lenexa, Kansas (near Kansas City, Missouri); Chicago, Illinois; Bridgetown, Barbados; and Charlottesville, Virginia.
Notice regarding forward-looking statements:
This release includes forward-looking statements regarding Concordia and its business, which may include, but is not limited to, statements with respect to the acquisition, the completion of the debt financing, the entering into of documentation in respect of the debt financing, the impact of the acquisition on Concordia's financial performance, Concordia's growth and other factors. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative and grammatical variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations of Concordia's management, and are based on assumptions and subject to risks and uncertainties. Although Concordia's management believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting Concordia, including risks regarding the pharmaceutical industry, the failure to obtain regulatory approvals, economic factors, market conditions, the equity markets generally, risks associated with growth and competition, risks associated with the acquisition and financing and many other factors beyond the control of Concordia. Although Concordia has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Concordia undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
SOURCE Concordia Healthcare Corp.For further information:
please visit www.concordiarx.com or contact:
Kristen Van Vogt
416-815-0700 x 244
416-815-0700 x 225