Pfizer has reached a definitive agreement to buy Arena Pharmaceuticals in an all-cash transaction valued at around $6.7bn.
Under the terms of the agreement, the company will acquire all of the outstanding shares of Arena common stock for $100 per share in cash.
Arena is a clinical-stage pharmaceutical company involved in the development of potential therapies for the treatment of several immuno-inflammatory diseases.
It has a portfolio of diverse development-stage therapeutic candidates in gastroenterology, dermatology, and cardiology.
The pipeline includes etrasimod, an oral, selective sphingosine 1-phosphate (S1P) receptor modulator currently being developed for certain immuno-inflammatory diseases.
The proposed transaction has been unanimously approved by the board of directors of both companies and is subject to customary closing conditions.
Pfizer intends to finance the acquisition, which would provide a new approach to address unmet needs of patients with immuno-inflammatory diseases, using available cash.
Pfizer inflammation and immunology global president and general manager Mike Gladstone said: “The proposed acquisition of Arena complements our capabilities and expertise in Inflammation and Immunology.
“Utilising Pfizer’s leading research and global development capabilities, we plan to accelerate the clinical development of etrasimod for patients with immuno-inflammatory diseases.”
Arena is developing etrasimod in a broad development programme, which includes two Phase 3 trials in ulcerative colitis (UC), a Phase 2/3 study in Crohn’s Disease.
It also includes a planned Phase 3 programme in atopic dermatitis (AD) and ongoing Phase 2 trials in eosinophilic esophagitis and alopecia areata.
The Phase 2 OASIS dose-ranging study assessed the efficacy and safety of etrasimod in moderate to severe UC patients, compared to placebo.
In the study, etrasimod 2mg showed a clinical response, clinical remission, or endoscopic improvement at week 12 and is sustained up to week 46 in the open-label extension.
Furthermore, Arena’s pipeline also contains temanogrel and APD418, the cardiovascular assets currently under Phase 2 development.
Temanogrel is intended for the treatment of microvascular obstruction and Raynaud’s phenomenon secondary to systemic sclerosis, and APD418 for acute heart failure.
Arena president and CEO Amit Munshi said: “We’re delighted to announce Pfizer’s proposed acquisition of Arena, recognising Arena’s potentially best in class S1P molecule and our contribution to addressing unmet needs in immune-mediated inflammatory diseases.
“Pfizer’s capabilities will accelerate our mission to deliver our important medicines to patients. We believe this transaction represents the best next step for both patients and shareholders.”
BofA Securities and Centerview Partners served as financial advisors, and Ropes & Gray and Arnold & Porter Kaye Scholer as legal advisors to Pfizer on the transaction.
Guggenheim Securities and Evercore Group served as financial advisors to Arena on the deal, while Cooley served as the legal advisor to the company.
