Celgene has agreed to acquire Impact Biomedicines, a San Diego, California-headquartered biopharmaceutical company, in a deal worth up to $7 billion, which includes $1.1 billion upfront and up to $5.9 billion in regulatory and sales milestones. 

Impact Biomedicines is focused on developing drugs to treat myeloproliferative neoplasms, a type of blood cancer, and other cancers. Impact’s late-stage pipeline is centered around fedratinib, an oral small molecule, a Janus kinase (JAK) inhibitor (specifically a JAK2 kinase inhibitor), which is being developed initially for treating myelofibrosis, a blood cancer that disrupts the normal production of blood cells, and polycythemia vera, a slow-growing blood cancer. Impact was formed in 2016 after acquisition of Sanofi’s full rights for the global development and commercialization of fedratinib.

Under the agreement, Celgene will pay approximately $1.1 billion upfront and up to $1.25 billion in contingent payments based on regulatory approval milestones for myelofibrosis. Additional future payments for regulatory approvals in additional indications and sales-based milestones are also possible. Regulatory applications in myelofibrosis are planned beginning in the middle of 2018. The maximum aggregate amount payable for regulatory approval milestones is $1.4 billion relating to approvals for myelofibrosis and other indications. Starting from global annual net sales of $1.0 billion, aggregate tiered sales-based milestone payments could total a maximum of $4.5 billion if global annual net sales exceed $5.0 billion.

The transaction is expected to close in the first quarter of 2018.

Source: Celgene