Shire enters agreement to acquire FerroKin BioSciences

Shire plcMar 15 2012

Shire plc (LSE: SHP, NASDAQ: SHPGY), the global specialty biopharmaceutical company, announces that it has signed an agreement to acquire FerroKin BioSciences, Inc., for an upfront payment of $100 million, payable in cash at closing, plus potential post-closing milestone payments of up to $225 million, depending upon the achievement of certain clinical development, regulatory and net sales targets.

• A strategic step in building Shire's hematology business (which already includes Xagrid and a growing development pipeline)

• Adds a differentiated product in development (iron chelator FBS0701), with global rights, in a global market currently worth over $900 million and growing

• Serves chronic patient need for treatment of iron overload following numerous blood transfusions.  Excess iron in vital organs such as the liver and heart increases the risk of organ failure and is the principal cause of death in transfusion-dependent patients

• Consistent with Shire strategy of developing and commercializing differentiated specialist products prescribed by specialist physicians (hematologists/ hematologist-oncologists) served by a small sales force

• FBS0701 will be developed to demonstrate clinical efficacy and an attractive safety profile relative to currently approved chelating agents:

• Global filing planned for indications for Myelodysplastic Syndrome and hemoglobinopathies initially

• Phase 2 studies underway with additional trials planned

• Potential launch as early as 2016

Shire's Specialty Pharmaceuticals Senior Vice President, Hematology, Ross Murdoch says:

"There remains a significant unmet need for a once-a-day, oral iron chelator in a convenient dosage form for the treatment of transfusional iron overload with a better safety profile than currently available treatments.  We believe FBS0701 has the potential to meet that need.  We hope to use our expertise in hematology coupled with our proven ability to progress products through the development pipeline to bring FBS0701 to the global marketplace.
This acquisition marks an important step for Shire in building a business that serves the growing needs of specialty hematologists and their patients."

FerroKin BioSciences' key employees, including Founder and CEO, Dr. Hugh Young Rienhoff, Jr. will provide consulting services to Shire during the transition period. "An important factor for FerroKin BioSciences in agreeing to this transaction was Shire's drive, capability and vision to bring new products to the hematology market that promise to raise the standard of care for patients.  In Shire's hands, FBS0701 has greater potential to fulfill that promise," said Dr. Rienhoff.

The closing of the acquisition is subject to customary conditions, including (i) adoption of the Merger Agreement by a required proportion of FerroKin's equityholders; (ii) holders of no more than 2% of FerroKin's capital stock having exercised or being entitled to exercise appraisal rights under Delaware law and (iii) the absence of a material adverse effect on FerroKin BioSciences.