Pfizer (NYSE: PFE) is acquiring Biohaven Pharmaceutical (NYSE: BHVN) for a total sum of ~$11.6B in cash.
These two companies have been partners for migraine therapy rimegepant, sold as NURTEC ODT and zavegepant. Pfizer had previously invested the sum of $350M to acquire a 2.6% stake in Biohaven pharmaceutical at $173 per share.
Under the present acquisition agreement, Pfizer will acquire all outstanding shares of Biohaven pharmaceutical not already owned by Pfizer for $148.50 share in cash.
Biohaven pharmaceutical common shareholders, including Pfizer, will receive 0.5 of a share of New Biohaven.
This new publicly traded company will retain Biohaven’s (non-CGRP) development stage pipeline compounds, per Biohaven pharmaceutical common share.
After closing, the New Biohaven will still continue to operate under the name Biohaven. The New Biohaven will be led by Vlad Coric as the chairman and also CEO and will include other members of the present management team of Biohaven.
New Biohaven pharmaceutical will be capitalized with $275M of cash at distribution. New Biohaven will also be given the right to receive royalties from Pfizer on any annual (yearly) net sales of rimegepant and zavegepant in the united states in excess of $5.25B.
At closing, Pfizer will pay to settle Biohaven’s third-party debt and for redeeming all the outstanding shares of Biohaven’s redeemable preferred stock.
The boards of both companies have approved the transaction.
With existing cash on hand, Pfizer expects to finance the transaction.
The companies expect this transaction to close by early 2023, subject to completion of the New Biohaven pharmaceutical spin-off transaction, regulatory and other approvals.
BHVN +72.04% to $143.03 premarket May 10
PFE -1.52% to $47.90 premarket
About Biohaven
Biohaven company is a clinical-stage biopharmaceutical with a portfolio of innovative, best-in-class therapies to improve the lives of its patients with neurological and neuropsychiatric diseases, including rare disorders. Biohaven Pharmaceutical Company is located in New Haven, CT, United States.
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About Pfizer
Pfizer inc. is an American multinational pharmaceutical & biotechnology corporation that is headquartered on 42nd Street in Manhattan, New York City. This company was established in 1849 in New York by two German immigrants, Charles Pfizer & his cousin Charles F. Erhart.
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