VANCOUVER, June 9 /CNW/ - QLT Inc. (NASDAQ: QLTI; TSX: QLT) announced
today that QLT USA, Inc., its wholly-owned subsidiary, has entered into an
asset purchase agreement with Allergan Sales, LLC, a wholly-owned subsidiary
of Allergan, Inc. (NYSE: AGN) to fully divest QLT's worldwide rights to
Aczone(R), a prescription topical medicine approved in the United States and
Canada for the treatment of acne vulgaris. Under the terms of the agreement,
QLT will receive a one-time cash payment of approximately US$150 million upon
closing, which is expected to occur in the third quarter of 2008.
"The divestment of Aczone is a major milestone for QLT and this
transaction demonstrates that our persistence in completing the work needed to
remove the blood monitoring restriction from the Aczone label in the United
States provided significant value for our shareholders," said Bob Butchofsky,
President and Chief Executive Officer of QLT. "This transaction is the second
in a series of planned asset sales that, once completed, we expect will enable
us to return meaningful proceeds to our shareholders."
The transaction has been approved by the Board of Directors of both QLT
and Allergan, respectively. Closing of the transaction is subject to antitrust
clearance under the Hart-Scott-Rodino Act and other customary closing
conditions. Goldman, Sachs & Co. is acting as financial advisor to QLT in
connection with the transaction.
The Aczone asset purchase agreement is the second agreement entered into
by the Company to divest non-core assets since it announced its strategic
restructuring earlier this year. Other assets offered for sale from QLT USA
include Eligard(R) and the Atrigel(R) drug delivery system. On May 15, QLT
announced that it had signed a sale and purchase agreement to sell the land
and building comprising its corporate headquarters and an adjacent undeveloped
parcel of land in Vancouver, British Columbia. Provided the closing conditions
are removed within the time period provided under the sale and purchase
agreement, closing of that transaction is expected to occur by mid-August.
ACZONE is an aqueous topical gel containing 5% dapsone. Combining dapsone
in QLT USA's proprietary Solvent Microparticulate (SMP(TM)) gel enables
dapsone to be applied topically and safely. In two randomized double-blind,
vehicle-controlled clinical studies in 3,000 acne patients, ACZONE Gel
achieved statistically significant percent reduction in the number of acne
lesions and better success rate on the Global Acne Assessment Score. The most
common adverse events reported from controlled clinical trials include
oiliness/peeling, dryness, and erythema. There were no significant differences
in the adverse event rates between ACZONE Gel and vehicle control treated
Aczone was originally approved by U.S. Food and Drug Administration (FDA)
for sale on July, 2005 and subsequently by Health Canada in June, 2006 with
similar label restrictions. The label required all patients to undergo G6PD
screening and for those patients with this enzyme deficiency, regular blood
monitoring was required during Aczone treatment. On March 17, 2008, the
Company announced that the FDA removed the G6PD screening and monitoring
requirements based on a Phase IV clinical trial in 56 safety-evaluable
G6PD-deficient patients. During a six-month period, patients were treated with
both Aczone and the Aczone-vehicle (control group) in a cross-over design.
Data was analyzed by third party clinical experts in dermatology and
hematology who concluded that no clinically meaningful changes in
safety-related parameters were observed in the trial. On June 6, 2008, Health
Canada similarly removed the G6PD screening and monitoring requirements based
on the Phase IV clinical trial.
QLT Inc. is a global biopharmaceutical company dedicated to the
discovery, development and commercialization of innovative therapies. Our
research and development efforts are focused on pharmaceutical products in the
fields of ophthalmology and dermatology. In addition, we utilize three unique
technology platforms, photodynamic therapy, Atrigel(R) and punctal plugs with
drugs, to create products such as Visudyne(R) and Eligard(R) and future
product opportunities. For more information, visit our web site at
About Allergan, Inc.
Founded in 1950, Allergan, Inc., with headquarters in Irvine, California,
is a multi-specialty health care company that discovers, develops and
commercializes innovative pharmaceuticals, biologics and medical devices that
enable people to live life to its greatest potential - to see more clearly,
move more freely, express themselves more fully. The Company employs more than
8,000 people worldwide and operates state-of-the-art R&D facilities and
world-class manufacturing plants. In addition to its discovery-to-development
research organization, Allergan has global marketing and sales capabilities
with a presence in more than 100 countries. For more information, visit
Allergan's web site at www.allergan.com.
QLT Plug Delivery, Inc. is a wholly-owned subsidiary of QLT Inc.
Aczone and Atrigel are both registered trademarks of QLT USA, Inc.
Visudyne is a registered trademark of Novartis AG.
Eligard is a registered trademark of Sanofi-aventis.
QLT Inc. is listed on The NASDAQ Stock Market under the trading symbol
"QLTI" and on The Toronto Stock Exchange under the trading symbol "QLT."
Certain statements in this press release that are not historical facts
constitute "forward-looking statements" of QLT within the meaning of the
Private Securities Litigation Reform Act of 1995 and constitute
"forward-looking information" within the meaning of applicable Canadian
securities laws. Such statements include, but are not limited to: our
expectations concerning any plans, ability and timing to return a portion of
the proceeds of the asset divestments to shareholders; our statements related
to the proposed divestments of each of Aczone and our real estate, including
our expectations as to the closing of these transactions and the timing
therefor; our plans to divest certain other non-core assets described in the
press release; and statements which contain language such as "expects,"
"will," "plans," "potential," "intends," "believes" and similar expressions
that do not relate to historical matters. Forward-looking statements are
predictions only which involve known and unknown risks, uncertainties and
other factors that may cause actual results to be materially different from
those expressed in such statements. Factors that could cause actual events or
results to differ materially include, but are not limited to: our ability to
return any proceeds from asset divestments to shareholders is uncertain and
will depend upon a number of factors, including but not limited to, the
aggregate amount of net proceeds received, our repayment of our convertible
notes, our future operating results, R&D and SG&A expenses, financial
obligations and other liabilities; the risk that the proposed divestments of
Aczone and our real estate do not close due to closing conditions not being
satisfied or for any other reason, and the timing of any such closing is
uncertain; the Company's ability to successfully complete the sale of one or
more of the other assets or operations at an acceptable price and the time
period necessary to complete such sales are uncertain; fluctuations in the
real estate market; and other factors, including those described in detail in
QLT's Annual Report on Form 10-K, quarterly reports on Form 10-Q and other
filings with the U.S. Securities and Exchange Commission and Canadian
securities regulatory authorities. Forward-looking statements are based on the
current expectations of QLT and QLT does not assume any obligation to update
such information to reflect later events or developments except as required by
For further information:
For further information: QLT Inc.: Vancouver, Canada, Therese Hayes,
Telephone: (604) 707-7000 or 1-800-663-5486, Fax: 604-707-7001; The Trout
Group: New York, USA, Brandon Lewis, Telephone: (646) 378-2915; or Marcy
Strickler, Telephone: (646) 378-2927