AstraZeneca has entered into a definitive agreement to acquire Pearl Therapeutics, a privately held company based in California focused on the development of inhaled small-molecule therapeutics for respiratory disease, the company announced in a press release. The acquisition will give AstraZeneca access to a potential new treatment, which is currently in late-stage development, for chronic obstructive pulmonary disease (COPD). AstraZeneca will also gain inhaler and formulation technology that provides a platform for future combination products.
Under the terms of the agreement, AstraZeneca will acquire 100% of Pearl’s shares for initial consideration of $560 million payable on completion. In addition, deferred consideration of up to $450 million becomes payable if specified development and regulatory milestones in respect of any triple combination therapies and selected future products that AstraZeneca develops using Pearl’s technology platform are achieved. Sales-related payments of up to a further $140 million are payable if pre-agreed cumulative sales thresholds are exceeded resulting in a total potential acquisition cost of $1.15 billion. The proposed transaction is subject to customary regulatory approvals and is expected to close in the third quarter of 2013. The acquisition of Pearl Therapeutics has no impact on AstraZeneca’s financial guidance for 2013.
Pearl’s lead product, PT003, is a fixed dose combination of formoterol fumarate, a long-acting beta-2-agonist (LABA) and glycopyrrolate, a long-acting muscarinic antagonist (LAMA). LABA/LAMA combinations are expected to become an important new class of treatment for COPD. A global Phase III program has been initiated and will test the improvement in lung function in individuals with moderate to severe COPD in response to PT003. PT003 is delivered by inhalation via a pressurized metered dose inhaler (pMDI) using Pearl’s novel cosuspension formulation technology. This technology platform will allow AstraZeneca to explore combinations of existing and novel technologies, including a triple fixed-dose combination (LABA/LAMA and inhaled corticosteroid) that could be accelerated into Phase II clinical development.
“Chronic obstructive pulmonary disease continues to increase worldwide and there is a growing need for the next generation of inhaled combination products,” noted Pascal Soriot, CEO of AstraZeneca, in the press release. “Pearl’s novel formulation technology, together with its development products and specialist expertise, are a great complement to AstraZeneca’s long-established capabilities in respiratory disease, one of our core therapy areas.”