partial munch of tlrk
Amgen and Tularik Announce Oncology Collaboration
Wednesday May 21, 8:23 am ET
Amgen Acquires 20+% of Tularik Through Equity Investments and Purchase of ZKB PHARMA VISION
THOUSAND OAKS, Calif. and SOUTH SAN FRANCISCO, Calif., May 21
/PRNewswire-FirstCall/ -- Amgen (Nasdaq: AMGN - News) and Tularik (Nasdaq: TLRK - News)
today announced they have signed an agreement to collaborate on the discovery,
development, and commercialization of therapeutics aimed at oncology targets.
Under the collaboration, Amgen, the world's largest biotechnology company,
will select oncology targets identified by Tularik, and the companies will
jointly embark on multiple drug discovery and development programs over a
five-year period.
The terms of the collaboration include milestones payable to Tularik of up to $21 million per target, $50 million in committed research funding over a five-year period and royalties on net commercial sales of Amgen products resulting from the collaboration. Amgen has exclusive worldwide commercialization rights to such products with Tularik retaining an option to certain co-promotion rights in the United States on a product-by-product basis. In addition, Tularik retains commercialization rights to some products resulting from the collaboration. As part of the collaboration, Amgen will purchase $35 million worth of newly-issued Tularik common stock at $10 per share. Over the next three years, Amgen will purchase an additional $40 million in newly-issued Tularik common stock at then market prices. In aggregate, Tularik will receive $125 million in committed funding under the terms of the agreement.
In a separate transaction, Amgen has also agreed to initially purchase 6 million shares of Tularik's outstanding common stock from ZKB Pharma Vision AG. Following the required Hart Scott Rodino approval, Amgen will purchase an additional 3 million shares of Tularik stock from ZKB Pharma Vision AG. Amgen is a party to a standstill agreement under which it has agreed not to acquire additional shares of Tularik stock without the prior approval of the Tularik board of directors. In combination with the initial shares purchased as part of the oncology collaboration, Amgen will hold a 21.3% stake in Tularik.
"Tularik and Amgen share a common approach to drug discovery and development," said Roger M. Perlmutter, MD, PhD, Executive Vice President, Research and Development of Amgen. "Tularik has built a high quality discovery engine that adds substantially to our own broad-based research capabilities. We expect this collaboration will result in a set of high potential clinical programs and, we believe, new therapies that will improve patients' lives."
"We are pleased to enter into this significant agreement with Amgen, which brings together the unique combination of both discovery and development capabilities in the small molecule and protein therapeutic fields," said David Goeddel, PhD, Founder and Chief Executive Officer of Tularik. "We have invested heavily to create an integrated small molecule drug discovery platform that leverages our proprietary compound library and set of targets. Our ability to consistently deliver clinical programs demonstrates the potential of this platform. We believe this collaboration will benefit Tularik by increasing our discovery output and affording us access to enhanced development capabilities."
This transaction does not change financial guidance Amgen provided on April 22 for 2003.
This transaction changes financial guidance Tularik provided in January at the JP Morgan Healthcare Conference for 2003 annual revenue and cash burn. Tularik's revenue guidance changes from $20-25 million to $25-30 million. Cash burn (cash used in operations plus capital expenditures) guidance changes from $100 million to $90 million.
Closing of the transactions with Tularik, and the issuances of Tularik stock, as well as Amgen's purchase of an additional 3 million shares of Tularik stock from ZKB Pharma Vision AG, are subject to review and clearance by U.S. regulatory authorities, as well as other customary closing conditions. Tularik stockholder approval will be required in the case of certain stock issuances by Tularik. |
