Close

Astellas Completes Acquisition of Iveric Bio (ISEE)

July 11, 2023 7:14 PM EDT

Astellas Pharma Inc. today announced that it has successfully completed the acquisition of IVERIC bio, Inc. (NASDAQ: ISEE) with respect to the announcement on April 30, 2023, through its indirect wholly-owned subsidiary Berry Merger Sub, Inc. (the "Acquisition"). The Acquisition was completed on July 11, 2023, US Eastern Time, as follows, and Iveric Bio has become Astellas' wholly-owned subsidiary.

The completion of the Acquisition followed the satisfaction of all conditions, including approval by Iveric Bio's shareholders at a special meeting of Iveric Bio's shareholders held on July 6, 2023, US Eastern Time, and receipt of all necessary regulatory approvals. In connection with the Acquisition, shares of Iveric Bio's common stock were delisted from NASDAQ.

"We are very pleased to welcome Iveric Bio and its highly experienced professionals in the ophthalmology field, as a member of Astellas," said Naoki Okamura, President and CEO, Astellas. "By combining the capabilities of Astellas and Iveric Bio, we will potentially contribute to millions of patients around the world who are suffering from ophthalmologic diseases with fear of vision loss."

"Today marks an exciting new chapter for Iveric Bio," said Glenn P. Sblendorio, CEO, Iveric Bio. "We want to thank the outgoing Iveric board for their dedicated work over the years and most importantly, we greatly appreciate the support of the Iveric shareholders."

"We believe that along with our colleagues at Astellas, we are well-positioned to become the leader in the development and commercialization of differentiated treatments for retinal diseases," said Pravin U. Dugel, President, Iveric Bio. "We are excited about the opportunities that are before us as both companies combine existing strengths and prepare for the potential approval and launch of Avacincaptad Pegol for the treatment of Geographic Atrophy secondary to Age-Related Macular Degeneration, a devasting disease that leads to irreversible blindness."

1. Conversion of target to subsidiary
(1) Reason for transfer
As a result of the Acquisition, Iveric Bio has become a consolidated subsidiary of Astellas.

(2) Outline of company converted into a subsidiary (prior to the acquisition)

Company

IVERIC bio, Inc.

Address

8 Sylvan Way Parsippany, NJ 07054, US

Representative's Title and Name

CEO, Glenn P. Sblendorio

Business Description

R&D of pharmaceuticals

Stated Capital

US$ 137 thousand (as of December 31, 2022)

Consolidated Stockholders' equity

US$ 534,657 thousand (as of December

31, 2022)

Year of Establishment

2007

Number of Shares Outstanding

137,976,851 (as of May 30, 2023)

Relationship between Astellas and Iveric Bio

Capital Relationship:

There is no capital relationship between
Astellas and
Iveric Bio required to be
disclosed.

Personal Relationship:

There is no personal relationship between
Astellas and
Iveric Bio required to be
disclosed.

Business Relationship:

There is no business relationship between
Astellas and
Iveric Bio required to be
disclosed.

Status of

A Related Party

Prior to the acquisition Iveric Bio was not
an affiliated party of Astellas.

Iveric Bio's consolidated operating results and consolidated financial position
for the past three years(*)

Accounting Period
(in thousands except per
share data)

Fiscal year
ended

December,
2020

Fiscal year
ended

December,
2021

Fiscal year
ended

December,
2022

Total Equity

191,563

360,528

534,657

Total Assets

216,754

389,358

666,823

Equity per share (US $)

2.58

3.54

4.42

Revenue (**)

-

-

-

Operating Loss

(88,736)

(114,757)

(189,906)

Loss before taxes

(88,242)

(114,522)

(185,211)

Net Loss

(84,547)

(114,522)

(185,211)

Net Loss per share (US $)

(1.14)

(1.12)

(1.53)

Dividend per share (US $)

-

-

-

* Excerpt from Iveric Bio's Annual Report on Form 10-K filed by Iveric Bio with
the SEC on March 1, 2023

** There were no sales since these were before the product launch

(3) Acquisition amount
US$40 per share, approximately US$5.9 billion in the aggregate
(Acquisition amount includes the full amount required to purchase all outstanding options and restricted stock units)

(4) Conversion date
July 11, 2023, U.S. Eastern Time

2. Prospects
Astellas is currently reviewing the impact that the completion of the transactions described
above may have on its consolidated business forecast for the current fiscal year ending
March 31, 2024 and will make any necessary disclosure in accordance with applicable
requirements.

For more information, please see the press release "Astellas Enters into Definitive Agreement to Acquire Iveric Bio" issued on May 1, 2023.



Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

Corporate News, Mergers and Acquisitions

Related Entities

Dividend, Definitive Agreement