Ipsen nets US$50m for OBI-1
25.01.2013 - Ipsen and bankrupt Inspiration Biopharmaceuticals have inked a US$185m Asset Purchase Agreement with Baxter giving it the global rights to OBN-1.
Under the terms of the agreement, Baxter will acquire the worldwide rights to the recombinant porcine factor VIII (rpFVIII) for congenital and acquired haemophilia A, and Ipsen’s industrial facility in Milford, US. The Asset Purchase Agreement (APA) was filed on 23 January 2013, with the US Federal Bankruptcy Court in Boston (MA). The sale is a result of a joint marketing and sale process pursued by Ipsen and Inspiration shortly after Inspiration filed for protection. Ipsen has been providing Inspiration with Debtor-in-Possession financing for an amount of up to $18.3m in order to permit the sale process to proceed.
Baxter will pay $50m upfront, up to $135m in potential additional milestones as well as tiered net sales payments ranging from 12.5% to 17.5% of OBI-1 annual net sales.
The APA is subject to certain closing conditions, including Bankruptcy Court and regulatory approvals. Ipsen has agreed to extend the Debtor-in-Possession (DIB) financing to Inspiration for a period of 45 days
The sale process for IB1001, a recombinant factor IX (rFIX) for the treatment and prevention of bleeding in patients with haemophilia B is separate and in the final bidding stage. As Inspiration’s only senior secured creditor and as the owner of non-Inspiration assets that will be included in the sale of both OBI-1 and IB1001, Ipsen will receive approximately 60% of the upfront payments. Over and above these upfront amounts, Ipsen will receive 80% of all payments up to a present value of $304m and 50% of all proceeds thereafter.
On the basis of available information, the share of upfront payment to be received by Ipsen should mainly cover the total amount of DIP financing provided to Inspiration. The remaining portion of proceeds is contingent on OBI-1’s approval. As a consequence, the Group, as of 31 December 2012, may impair haemophilia related assets for a total amount of around €100m after tax.