THOUSAND OAKS, Calif. and SOUTH SAN FRANCISCO, Calif., April 10, 2012 /PRNewswire/ -- Amgen (NASDAQ: AMGN) and KAI Pharmaceuticals today announced an agreement under which Amgen will acquire KAI, a privately held pharmaceutical company based in South San Francisco. KAI's lead product candidate, KAI-4169, is a novel agent being initially studied for the treatment of secondary hyperparathyroidism (SHPT) in patients with chronic kidney disease (CKD) who are on dialysis. SHPT, a component of CKD mineral and bone disorder (MBD), is a common and serious complication for patients with CKD who are on dialysis. Through this acquisition, Amgen will acquire worldwide rights, excluding Japan, to KAI-4169.
Under terms of the agreement, Amgen will pay $315 million in cash to acquire KAI. In connection with the parties' entering into the agreement, Amgen has provided a loan to enable Phase 3 clinical development planning for KAI-4169 prior to closing. The transaction has been approved by the stockholders of KAI and approved by the Board of Directors of each company. Completion of the transaction is subject to customary closing conditions, including regulatory approvals. Following the completion of the transaction, KAI will become a wholly owned subsidiary of Amgen. J.P. Morgan Securities LLC acted as exclusive financial advisor and Latham & Watkins acted as legal advisor to KAI on the transaction. Amgen was advised by Sullivan & Cromwell LLP.
KAI-4169 is an innovative experimental therapy that is administered intravenously at the same time the patient is undergoing dialysis. The vast majority of CKD patients on dialysis are affected by SHPT, a component of CKD-MBD, which can lead to serious consequences.
"KAI has demonstrated encouraging results in the clinic. We are excited about acquiring KAI, as well as the opportunity to potentially deliver a novel therapy for chronic kidney disease patients on dialysis suffering from secondary hyperparathyroidism," said Sean E. Harper, M.D., executive vice president of Research and Development at Amgen.
"KAI and the nephrology community are excited by the additional clinical data we've generated for KAI-4169, and we are thrilled that Amgen shares our perspective on the differentiated profile and potential of this product candidate," said Steve James, president and chief executive officer of KAI. "Amgen is ideally positioned to bring KAI-4169 to market and to patients, given the company's decades of experience in developing and delivering therapies for patients with chronic kidney disease."
Amgen discovers, develops, manufactures and delivers innovative human therapeutics. A biotechnology pioneer since 1980, Amgen was one of the first companies to realize the new science's promise by bringing safe, effective medicines from lab to manufacturing plant to patient. Amgen therapeutics have changed the practice of medicine, helping millions of people around the world in the fight against cancer, kidney disease, rheumatoid arthritis, bone disease and other serious illnesses. With a deep and broad pipeline of potential new medicines, Amgen remains committed to advancing science to dramatically improve people's lives. To learn more about our pioneering science and vital medicines, visit www.amgen.com. Follow us on www.twitter.com/amgen.
About KAI Pharmaceuticals
KAI is a clinical-stage, biopharmaceutical company with a lead peptide product candidate, KAI-4169, in development for the treatment of CKD-MBD, and initially being developed for the treatment of SHPT. Building on positive, earlier-stage clinical data, KAI has initiated its second Phase 2 study of KAI-4169 in CKD patients on dialysis. Further, in September 2011, KAI entered into a partnership with Ono Pharmaceutical Co., Ltd. wherein Ono will develop and commercialize KAI-4169 in Japan. In addition, KAI is conducting preclinical research on pre-hemodialysis applications of KAI-4169. KAI's leadership team has a strong background and track record in successful product development and commercialization. The Company has raised $63 million in Series A and B rounds and is backed by a leading syndicate of venture investors – InterWest Partners, Skyline Ventures, Intersouth Partners, Aberdare Ventures, Investor Growth Capital, Kearny Venture Partners, Lumira Capital and Delphi Ventures. KAI is headquartered in South San Francisco, California, and can be found online at www.kaipharma.com.
About SHPT and CKD-MBD
In developed countries where data on CKD patients on dialysis is available, there are approximately 1,644,000 people in this patient population. SHPT and CKD-MBD often develop early in CKD and worsen as renal function declines and the diseases progress. Most CKD patients on dialysis are affected by CKD-MBD, which can lead to significant mortality and morbidity. Despite several currently approved therapies for the treatment of SHPT, significant unmet medical need remains.
KAI-4169 is a novel peptide agonist of the calcium sensing receptor (CaSR), which affects calcium homeostasis by modulating the release of parathyroid hormone (PTH). Phase 2a data demonstrated that administration of KAI-4169 resulted in sustained reductions in PTH, phosphorus, calcium and FGF-23, recognized markers of SHPT. The Phase 2a data also showed that KAI-4169 was well-tolerated; adverse events occurring in two or more subjects included nausea, headache, anxiety and vomiting. No subjects discontinued use due to adverse events, and the incidence of gastrointestinal adverse events was similar in the KAI-4169 and placebo treatment groups.
Amgen Forward-Looking Statements
This news release contains forward-looking statements that are based on Amgen's current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements, including estimates of revenues, operating margins, capital expenditures, cash, other financial metrics, expected legal, arbitration, political, regulatory or clinical results or practices, customer and prescriber patterns or practices, reimbursement activities and outcomes and other such estimates and results. Forward-looking statements involve significant risks and uncertainties, including those discussed below and more fully described in the Securities and Exchange Commission (SEC) reports filed by Amgen, including Amgen's most recent annual report on Form 10-K and most recent periodic reports on Form 10-Q and Form 8-K. Please refer to Amgen's most recent Forms 10-K, 10-Q and 8-K for additional information on the uncertainties and risk factors related to Amgen's business. Unless otherwise noted, Amgen is providing this information as of April 10, 2012 and expressly disclaims any duty to update information contained in this news release.
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Amgen, Thousand Oaks
Mary Klem, 805-447-6979 (media)
Arvind Sood, 805-447-1060 (investors)
KAI Pharmaceuticals, South San Francisco
Monte Montgomery, 650-244-1112,
[email protected] (media and investors)
Justin Jackson, Burns McClellan, on behalf of KAI Pharmaceuticals
[email protected] (media)