Intercept Pharmaceuticals Inc. — which recently moved its global headquarters from Manhattan to Morristown — announced May 5 it entered into an agreement to sell some foreign subsidiaries and rights of its international operations, including a license to commercialize its Ocaliva (obeticholic acid) drug outside the U.S.
Ocaliva is used to treat patients with primary biliary cholangitis, which is a chronic liver disease.
The agreement — for a price tag of up to $450 million — is with London-based Advanz Pharma, which focuses on specialty and hospital pharmaceuticals in Europe. The majority of Intercept employees outside the U.S. will transfer to Advanz Pharma, with some remaining with Intercept, which will maintain an office in the U.K.
In addition to the $405 million upfront sale, Intercept will receive $45 million from Advanz Pharma in contingent payments. It will also receive royalties on any future net sales of obeticholic acid in NASH outside of the U.S.
“This agreement marks an important step forward for Intercept as the value it brings to our company allows us to significantly strengthen our balance sheet while providing us with greater strategic optionality during this transformational year and beyond,” Jerry Durso, Intercept’s president and CEO, said in a statement. “We are committed to investing in our core focus areas in the U.S., including our PBC business, potential future activities in NASH, and our advancing and expanding pipeline. At the same time, we are confident that the strong international team will continue to build on our successful PBC business as they transition to Advanz Pharma.”
Intercept will continue to manufacture and supply obeticholic acid globally, and Advanz Pharma will be responsible for its packaging, distribution and commercialization in all markets outside the U.S.
The transaction is subject to customary legal and regulatory closing conditions and is expected to be completed within three months. Piper Sandler acted as exclusive financial advisor, and DLA Piper acted as legal counsel to Intercept.