Ireland-based biopharmaceutical company Jazz Pharmaceuticals has signed a definitive agreement to acquire Chimerix for about $935m, further diversifying its oncology portfolio.
Chimerix is a biopharmaceutical company that develops medicines to improve and extend the lives of patients facing deadly diseases.
Under the terms of the acquisition, Jazz will purchase Chimerix shares at $8.55 each, a 72% premium over the last closing price, on 4 March 2025.
The acquisition has been approved by both parties, and Chimerix’s Board of Directors has unanimously recommended shareholders tender their shares in the offer.
It is expected to close in the second quarter of 2025, subject to customary closing conditions, including the tender of a majority of Chimerix’s voting common stock.
Jazz plans to fund the acquisition, which is expected to strengthen the company’s presence in the rare oncology sector, through existing cash and investments.
Jazz Pharmaceuticals chairman and CEO Bruce Cozadd said: “Adding dordaviprone to our oncology R&D pipeline will further diversify our portfolio with a medicine that addresses a significant unmet need with no other FDA-approved therapies and limited treatment options for this patient population.
“If approved, dordaviprone has the potential to rapidly become a standard of care for a rare oncology disease and also contribute durable revenue beginning in the near-term.
“We are encouraged by the dordaviprone clinical trial results to date and look forward to closing the proposed acquisition and working with our new colleagues from Chimerix to fully leverage our combined R&D and commercial expertise to deliver this novel therapy to patients, beginning as early as the second half of this year.”
Chimerix’s lead clinical asset, dordaviprone, is a novel treatment in development for H3 K27M-mutant diffuse glioma, a rare brain tumour affecting children and young adults.
Currently, the are no FDA-approved therapies specifically targeting this condition.
Dordaviprone is a small molecule that targets the mitochondrial protease ClpP and dopamine receptor D2, through a unique mechanism.
It works by reversing H3 K27me3-loss, a hallmark of H3 K27M-mutant gliomas.
The FDA has accepted a New Drug Application for dordaviprone and granted it Priority Review with a target action date of 18 August 2025.
If approved, dordaviprone may receive a Rare Pediatric Disease Priority Review Voucher.
In addition, the drug is being studied in the ongoing Phase 3 ACTION trial for newly diagnosed, non-recurrent patients.
Guggenheim Securities served as advisor and Wachtell, Lipton, Rosen & Katz as legal counsel to Jazz Pharmaceuticals, on this transaction.
Also, Centerview Partners served as financial advisor, and Skadden, Arps, Slate, Meagher & Flom and Cooley as legal advisor to Chimerix.
Chimerix president and CEO Mike Andriole said: “We are excited to reach this agreement with Jazz Pharmaceuticals as they bring global scale to broaden our dordaviprone commercial strategy.
“The transaction, if approved, provides the opportunity to advance access to dordaviprone to reach more patients globally.
“This announcement is the culmination of years of scientific work by our incredibly talented team and will deliver significant and certain value to our shareholders.”
