TIDMAMYT
RNS Number : 5436N
Amryt Pharma PLC
25 September 2019
25 September 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
This announcement contains inside information within the meaning
of the EU Market Abuse Regulation 596/2014.
Amryt Pharma plc
("Amryt" or the "Company")
Completion of the Acquisition of Aegerion
Scheme effective
$60m in new equity raised from new and existing investors
Admission of the share capital of Amryt Pharma plc to trading on
AIM and Euronext Growth
Amryt, a biopharmaceutical company focused on developing and
delivering innovative new treatments to help improve the lives of
patients with rare and orphan diseases, is pleased to announce that
Amryt has successfully completed the acquisition (the
"Acquisition") of Aegerion Pharmaceuticals, Inc. ("Aegerion" and
together with Amryt and their respective subsidiaries, the
"Enlarged Group"). As part of the process the scheme of arrangement
to insert a new UK holding company for the group yesterday became
effective and the consideration for the Acquisition has been
satisfied through the issue of ordinary shares of 6 pence each in
the Company ("Ordinary Shares") to stakeholders of Aegerion.
Dr Joe Wiley, CEO of Amryt Pharma, commented: "Amryt has come a
long way since the company was set up in August 2015. On completion
of the acquisition today, Amryt has two substantial
revenue-generating products with built in 2018 revenues of $136.5m,
a ready-made international commercial business in the USA, Europe,
the Middle East and Latin America, a strong development pipeline
and the financial flexibility to fully execute on our growth plans.
Integration of the two businesses is already well underway and we
are confident in the opportunities the deal will deliver for all of
our stakeholders, and that the transaction will drive future
shareholder value. We are particularly excited about growth
opportunities in Europe following the recent approval of Myalepta
by the EMA in July 2018.
"I would like to take this opportunity to thank Harry Stratford,
James Culverwell and Markus Ziener for their significant
contributions to the Amryt Board over the last three years, and I
wish them well for the future. At the same time, I welcome George
Hampton, Dr Patrick Vink, Stephen Wills, Donald Stern and Dr Alain
Munoz to the Board and look forward to their input as the Board
progresses its strategy for the enlarged Amryt group. Today's
announcement is also the result of much hard work committed by the
Amryt team globally and I would like to thank them for their
significant effort throughout this process."
Equity Raise and New Credit Facilities
Amryt has completed the $60 million fundraising by way of the
issue of new Ordinary Shares at a price of $1.79 (GBP1.44 based on
an exchange rate of GBP1:$1.2485) per Ordinary Share to new and
existing investors, and certain creditors of Aegerion who
backstopped the fundraise.
In connection with the Acquisition, certain members of the
Enlarged Group have also entered into the $81.9 million Secured
Credit Facility and issued $125m of Convertible Notes to certain
creditors of Aegerion.
Warrants
Certain of Aegerion's creditors elected to receive 13,976,722
warrants to subscribe for new Ordinary Shares instead of the same
number of Ordinary Shares as consideration for the Acquisition.
Each warrant entitles the holder to subscribe for one Ordinary
Share for no additional consideration. At Admission, the Company
will have in aggregate 18,631,064 warrants and options in issue,
representing 11.8 per cent. of the issued ordinary share capital on
Admission.
Admission and Total Voting Rights
As a result of the Acquisition admission of the Company's
157,718,438 Ordinary Shares will take place and dealings in the
Company's Ordinary Shares on AIM and Euronext Growth will commence
at 8:00 am today under the Company's existing TIDM code "AMYT"
("Admission").
Following Admission, this number of 157,718,438 may be used by
shareholders as the denominator for the calculation by which they
may determine if they are required to notify their interest in, or
change to their interest in, the Company under the FCA's Disclosure
Guidance and Transparency Rules.
Scheme and issue of CVRs
Scheme Shareholders who were on the register of members of Amryt
Pharma Holdings Limited (formerly Amryt Pharma plc) at 8:00 p.m. on
23 September 2019 have been issued with one New Amryt Share in
respect of each share held at such time. The ISIN of the Ordinary
Shares is GB00BKLTQ412 and the SEDOL is BKLTQ41.
In accordance with the Scheme, the Company has issued the CVRs
to Scheme Shareholders on the register of members of Amryt Pharma
Holdings Limited (formerly Amryt Pharma plc) at 8.00 p.m. on the
CVR Record Date, 20 September 2019 and to Optionholders on the
register of Optionholders at the Scheme Record Time. Up to $85m may
be payable to the CVR holders of under the terms of the CVRs.
Payment is dependent upon Amryt receiving European Medicines
Authority approval for AP101 before 1 July 2022, US Food & Drug
Administration approval for AP101 before 1 July 2022 and achieving
a revenue hurdle earned from sales of AP101 before 30 June 2024.
Further details of the CVRs are set out in the admission document
published by the Company on 27 August 2019 (the "Admission
Document").
Board changes
As a result of the completion of the Acquisition, with effect
from today, Harry Stratford, Rory Nealon, James Culverwell and
Markus Zeiner have all stepped down from the Board, and George
Hampton, Dr Alain Munoz, Donald Stern, Dr Patrick Vink and Stephen
Wills have all joined the Board as Non-executive Directors. Further
information on each of George Hampton, Alain Munoz, Donald Stern,
Patrick Vink and Stephen Wills is contained in the Admission
Document.
The Board will therefore consist of seven directors, comprising
Ray Stafford as Non-executive Chairman, Joe Wiley as Chief
Executive Officer and five Non-executive directors. Rory Nealon
will remain as Chief Financial Officer and Chief Operating Officer,
a non-Board role in the Enlarged Group, and Company Secretary.
Significant shareholders on Admission
As a result of the Acquisition, Scheme and Equity Raise, insofar
as it is aware, the Company's significant shareholders on Admission
will be as follows:
Shareholder Number of ordinary Percentage of the
shares on Admission issued share capital
on Admission
Funds managed by Athyrium
Capital Management,
LP 42,883,097 27.2%
--------------------- ----------------------
Novelion Therapeutics
Inc. 14,040,250 8.9%
--------------------- ----------------------
Funds managed by Highbridge
Capital Management,
LLC(1) 12,903,055 8.2%
--------------------- ----------------------
Software AG-Stiftung 10,212,153 6.5%
--------------------- ----------------------
Funds managed by UBS
O'Connor LLC(2) 8,584,830 5.4%
--------------------- ----------------------
AXA Investment Management 6,494,164 4.1%
--------------------- ----------------------
Note
1. Funds managed by Highbridge Capital Management, LLC also
elected to receive 12,111,625 warrants rather than Ordinary Shares
in respect of the receipt of consideration for the Transaction and
in respect of their participation in the fundraise on Admission
2. Funds managed by UBS O'Connor, LLC also elected to receive
1,865,097 warrants rather than Ordinary Shares in respect of the
receipt of consideration for the Transaction and in respect of
their participation in the fundraise on Admission
On Admission, 1,036,054 Ordinary Shares will be issued to an
escrow account to be held in reserve to satisfy any disputed
Aegerion Chapter 11 claims that are ultimately allowed under the
plan of reorganisation, pursuant to the claims reconciliation
process in the Chapter 11. Should there be no such allowed claims,
these Ordinary Shares will be allotted to Aegerion creditors with
allowed claims in proportion to their allowed claim amounts against
Aegerion.
Unless otherwise defined herein, capitalised terms used in this
announcement shall have the meanings set out in Admission
Document.
- Ends -
Enquiries:
Amryt Pharma plc +353 (1) 518 0200
Joe Wiley, CEO
Rory Nealon, CFO/COO
Shore Capital +44 (0) 20 7408 4090
NOMAD and Joint Broker
Edward Mansfield, Mark Percy, Daniel Bush,
John More
Stifel +44 (0) 20 7710 7600
Joint Broker
Jonathan Senior, Ben Maddison
Davy +353 (1) 679 6363
ESM Adviser and Joint Broker
John Frain, Daragh O'Reilly
Consilium Strategic Communications +44 (0) 20 3709 5700
Amber Fennell, Matthew Neal, David Daley
LifeSci Advisors, LLC +1 (212) 915 2564
Tim McCarthy
About Amryt
Amryt is a biopharmaceutical company focused on developing and
delivering innovative new treatments to help improve the lives of
patients with rare and orphan diseases. Amryt comprises a strong
and growing portfolio of commercial and development assets.
Amryt's commercial business comprises two orphan disease
products.
Juxtapid(R)/ Lojuxta(R) (lomitapide) is approved as an adjunct
to a low-fat diet and other lipid-lowering medicinal products for
adults with the rare cholesterol disorder, Homozygous Familial
Hypercholesterolaemia ("HoFH") in the US, Canada, Columbia,
Argentina and Japan (under the trade name, Juxtapid(R)) and in the
EU (under the trade name, Lojuxta(R)). HoFH is a rare genetic
disorder which impairs the body's ability to remove low density
lipoprotein ("LDL") cholesterol ("bad" cholesterol) from the blood,
typically leading to abnormally high blood LDL cholesterol levels
in the body from before birth - often ten times more than people
without HoFH - and subsequent aggressive and premature
cardiovascular disease.
Myalept(R) / Myalepta(R) (metreleptin) is approved in the US
(under the trade name, Myalept(R)) as an adjunct to diet as
replacement therapy to treat the complications of leptin deficiency
in patients with congenital or acquired generalized lipodystrophy
(GL) and in the EU (under the trade name, Myalepta(R)) for the
treatment of leptin deficiency in patients with congenital or
acquired GL in adults and children two years of age and above and
familial or acquired partial lipodystrophy (PL) in adults and
children 12 or over for whom standard treatments have failed to
achieve adequate metabolic control. Metreleptin is also approved
for lipodystrophy in Japan. Generalised and partial lipodystrophy
are rare disorders characterised by loss or lack of adipose tissue
resulting in the deficiency of the hormone leptin, produced by fat
cells and are associated with severe metabolic abnormalities
including severe insulin resistance, diabetes, hypertriglyceridemia
and fatty liver disease.
Amryt's lead development candidate, AP101 (Oleogel-S10), is a
potential treatment for the cutaneous manifestations of
Epidermolysis Bullosa ("EB"), a rare and distressing genetic skin
disorder affecting young children and adults for which there is
currently no approved treatment. It is currently being studied in a
Phase 3 clinical trial and recently reported that unblinded interim
efficacy data supported continuation of the study with a modest
increase in sample size and unblinded interim safety data allowed
the inclusion of children from as young as 21 days old. AP101 has
been granted both FDA Pediatric Rare Disease Designation. The
European and US market opportunity for EB is estimated by the
Directors to be in excess of $1 billion.
In March 2018, Amryt in-licenced a pre-clinical gene-therapy
platform technology, AP103, which offers a potential treatment for
patients with Recessive Dystrophic Epidermolysis Bullosa, a subset
of EB, and is also potentially relevant to other genetic
disorders.
U.S. INDICATIONS AND IMPORTANT SAFETY INFORMATION
Myalept(R) (metreleptin) for injection is a leptin analog
indicated as an adjunct to diet as replacement therapy to treat the
complications of leptin deficiency in patients with congenital or
acquired generalized lipodystrophy. LIMITATIONS OF USE: The safety
and effectiveness of Myalept(R) for the treatment of complications
of partial lipodystrophy or for the treatment of liver disease,
including non-alcoholic steatohepatitis (NASH), have not been
established.
Anti-metreleptin antibodies with neutralizing activity have been
identified in patients treated with Myalept(R). T-cell lymphoma has
been reported in patients with acquired generalized lipodystrophy,
both treated and not treated with Myalept(R). For more detailed
information, please see additional Important Safety Information and
the Prescribing Information for Myalept(R).
Juxtapid(R) (lomitapide) capsules is a microsomal triglyceride
transfer protein inhibitor indicated as an adjunct to a low-fat
diet and other lipid-lowering treatments, including low-density
lipoprotein (LDL) apheresis where available, to reduce LDL
cholesterol, total cholesterol, apolipoprotein B, and
non-high-density lipoprotein cholesterol in patients with
homozygous familial hypercholesterolemia (HoFH). LIMITATIONS OF
USE: The safety and effectiveness of Juxtapid(R) have not been
established in patients with hypercholesterolemia who do not have
HoFH, including those with heterozygous familial
hypercholesterolemia (HeFH). The effect of Juxtapid(R) on
cardiovascular morbidity and mortality has not been determined.
Juxtapid(R) can cause elevations in transaminases, as well as
increases in hepatic fat, with or without concomitant increases in
transaminases. Because of the risk of hepatotoxicity, JUXTAPID is
available only through a restricted distribution program called the
Juxtapid(R) REMS PROGRAM. For more detailed information, please see
additional Important Safety Information and the Prescribing
Information for Juxtapid(R).
For more information on Amryt, please visit
www.amrytpharma.com
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END
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