Amgen has agreed to acquire Dezima Pharma B.V., a privately-held, Netherlands-based biotechnology company developing treatments for dyslipidemia (i.e., high cholesterol) in a deal value up to $1.55 billion ($300 million upfront and $1.25 billion in additional payments if certain development and sales milestones are achieved).

Dezima’s lead molecule is TA-8995, an oral, once-daily cholesteryl ester transfer protein inhibitor, which is in Phase IIb development for dyslipidemia, TA-8995 reduced low-density lipoprotein cholesterol (LDL-C) by 45% to 48% compared to baseline. LDL-C reduction was consistent when TA-8995 was administered as a monotherapy or in combination with statins. The product complements other Amgen cardiovascular products, namely Repatha (evolocumab), an anti-cholesterol drug, and Corlanor (ivabradine) for treating heart failure. On a pipeline basis, omecamtiv mecarbil, which Amgen is developing with Cytokinetics, is in Phase II development for treating heart failure.

Under the agreement, Amgen will pay $300 million in cash at closing and up to $1.25 billion in additional payments if certain development and sales milestones are achieved. Low single-digit royalties will be paid on net product sales above a certain threshold. The agreement is subject to customary closing conditions, including regulatory approvals, and is expected to close in the fourth quarter of this year. Dezima shareholders have approved the agreement.

Following the completion of the transaction, Dezima Pharma, which originally licensed rights to TA-8995 from Mitsubishi Tanabe Pharma Corporation (MTPC), will become a wholly owned subsidiary of Amgen. MTPC will receive from Dezima a portion of the upfront payment, future development and sales milestone payments, and royalties on net product sales if a certain threshold is reached. MTPC will also retain development and commercialization rights to TA-8995 in certain territories in Asia, including Japan.

Source: Amgen