Sanofi To Acquire Principia Biopharma for $3.68 Bn

By Miranda Greenberg -

August 20, 2020

Sanofi has agreed to acquire Principia Biopharma, a South San Francisco, California-based clinical-stage biopharmaceutical company focused on immune-mediated diseases, for $3.68 billion.

Principia Biopharma is developing Bruton’s tyrosine kinase (BTK) inhibitors. BTK is present in the signaling pathways of key innate and adaptive cell types of the immune system. Being able to block or disrupt these signaling processes can help in stopping inflammation and tissue destruction related to autoimmune diseases and target some of the underlying pathophysiology, according to information from the companies.

Principia Biopharma’s lead candidate is rilzabrutinib in Phase III for treating a rare autoimmune disease, pemphigus, which causes blistering of the skin and mucous membranes. A Phase III program for immune thrombocytopenia, a disease that causes high risk for bleeding events, is expected to be initiated by the end of 2020. The company also has an ongoing Phase II program for IgG4-related diseases, which is driven by chronic inflammation, immune cell infiltration, and fibrosis within organs that can lead to severe morbidity.

Its other drug candidates include BTK inhibitor ‘168, in which the company has initiated Phase III enrollment for treating multiple sclerosis. Sanofi’s acquisition of Principia will provide an opportunity to expand the development program to evaluate indications beyond central nervous system diseases. Another BTK inhibitor, PRN473 Topical, is a topical agent currently in Phase I trials and is being developed for immune-mediated diseases that could benefit from localized application to the skin.

Subject to the satisfaction or waiver of customary closing conditions, Sanofi expects to complete the acquisition in the fourth quarter of 2020. The Sanofi and Principia Boards of Directors have unanimously approved the transaction

Under the merger agreement, Sanofi will commence a cash tender offer, which is expected to begin later this month (August 2020) to acquire all outstanding shares of Principia common stock for $100 per share. The consummation of the tender offer is subject to customary closing conditions, including the tender of at least a majority of the outstanding shares of Principia common stock, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and other customary conditions. Following the successful completion of the tender offer, a wholly owned subsidiary of Sanofi will merge with Principia and the outstanding Principia shares not tendered in the tender offer will be converted into the right to receive the same $100 per share in cash paid in the tender offer.

Source: Sanofi and Principia Biopharma