Axonyx and TorreyPines to merge
6th June 2006: TorreyPines Therapeutics and Axonyx have entered into a
definitive merger agreement that will create a biopharmaceutical company
focused on the discovery and development of treatments for central nervous
system disorders.
Under terms of the agreement, unanimously approved by both companies' boards
of directors, TorreyPines stockholders would own approximately 58% of the
combined company and Axonyx stockholders would own approximately 42%.
In addition, TorreyPines preferred shareholders will receive warrants to
purchase combined company shares that, if fully exercised at closing, would
give TorreyPines shareholders approximately 62% of the combined company.
The transaction is subject to Axonyx maintaining certain minimum cash levels,
as well as certain other customary conditions, including obtaining approval of
each company's stockholders. The transaction is expected to close during the
fourth quarter of this year.
The combined company's initial focus will be on migraine, chronic pain and
Alzheimer's disease (AD). The combined pipeline at closing will include eight
product candidates, with two candidates for pain and six for AD.
The combined pipeline includes phenserine, Axonyx's lead compound for AD,
which is in phase III clinical development. TorreyPines' lead product
candidate for chronic pain, tezampanel, is soon expected to enter into a phase
IIb clinical trial for the treatment of migraine.
"This transaction truly brings together all of the necessary ingredients for a
successful biopharmaceutical company: a notable pipeline of multiple product
opportunities; proven clinical development and discovery capabilities to fuel
ongoing product development; and strong financial resources," said Dr Neil
Kurtz, president and CEO of TorreyPines.
Financial terms of the agreement were not disclosed.
Source: Datamonitor