ADVANZ PHARMA Corp. Limited Closes Acquisition of Specialty Pharmaceutical Company Correvio Pharma Corp.

ADVANZ PHARMA Corp. Limited, a global pharmaceutical company focused on serving the needs of patients and healthcare providers around the world with enhanced access to high-quality, niche-established medicines, announced that it closed its previously announced acquisition of specialty pharmaceutical company Correvio Pharma Corp.

The acquisition has a total purchase price of approximately $76 million1, which includes the repayment of certain Correvio indebtedness, pursuant to a plan of arrangement under the Canada Business Corporations Act.

Correvio, now a wholly-owned subsidiary of ADVANZ PHARMA, is a specialty pharmaceutical company focused on providing innovative, high-quality brands that meet the needs of acute care physicians and patients. Correvio's commercial presence is focused on major European markets with a broader distribution network covering more than 60 countries worldwide.

"We believe that the acquisition of Correvio rapidly accelerates our goal of becoming the leading platform for niche-established medicines, with advanced commercial capabilities throughout Western Europe," said Graeme Duncan, Chief Executive Officer of ADVANZ PHARMA. "Correvio's experienced European team provides us with a direct commercial and medical presence in France, Germany, Spain, Italy and the Benelux region, while further enhancing our existing operations in the United Kingdom and the Nordics."

Mr. Duncan continued, "We are very excited about this transformative acquisition as we believe it will open up further growth opportunities for ADVANZ PHARMA and enable us to access additional portfolio opportunities, and optimize planned pipeline launches." 

The Company believes that Correvio's niche portfolio, consisting of an established brand, and two growing, patent-protected brands, plus a pipeline of potential product launches, are highly complementary to its current priorities and future focus.

ADVANZ PHARMA anticipates Correvio's business will be profitable on a pro-forma basis in 2020 through a combination of top-line growth and the realization of synergies.

Overview of Correvio's Portfolio of Medicines 

Correvio has two marketed, in-hospital, cardiology products: BRINAVESS® (vernakalant HCl, IV), approved in Europe and other territories for the rapid conversion of recent onset atrial fibrillation to sinus rhythm in adults; and AGGRASTAT® (tirofiban HCl), a reversible GP IIb/IIIa inhibitor indicated for use in patients with acute coronary syndrome.

Correvio's licensed medicines include XYDALBA™ (dalbavancin hydrochloride), a second generation, semi-synthetic lipoglycopeptide approved in the European Union for the treatment of acute bacterial skin and skin structure infections (ABSSSI) in adults; and ZEVTERA®/MABELIO® (ceftobiprole medocaril), a semi-synthetic, pro-drug form of a cephalosporin antibiotic for the treatment of community acquired pneumonia and hospital acquired pneumonia, excluding ventilator acquired pneumonia, in adults for select European markets and Israel.

Correvio's pipeline includes TREVYENT®, a drug/device combination that is designed to deliver treprostinil, a leading treatment for pulmonary arterial hypertension.

Leadership Changes

Concurrent with the closing of the transaction, effective today, the following Correvio executives will be departing the company as employees: Mark Corrigan, CEO; Justin Renz, President and CFO; David Dean, Chief Business Development Officer; Sheila Grant, Chief Operating Officer; David McMasters, General Counsel; and Hugues Sachot, Chief Commercial Officer.

Certain Correvio executives will remain with ADVANZ PHARMA as consultants in the near term to help manage the integration of the two businesses.

ADVANZ PHARMA would like to thank these individuals for their contributions to Correvio.              

Transaction Details 

Under the terms of the transaction, ADVANZ PHARMA paid $0.42 per issued and outstanding share (the "Consideration"), valuing Correvio's equity at approximately $28 million on a fully diluted basis.

Inclusive of the repayment of Correvio's outstanding debt of approximately $48 million, this represents a total consideration of approximately $76 million, excluding Correvio's cash assumed by ADVANZ PHARMA.

In connection with the closing of the transaction, Correvio has applied to have its shares delisted from the Toronto Stock Exchange, which is expected to take effect between one and three business days after the closing date. Correvio has also applied to cease to be a reporting issuer under Canadian securities law.

Correvio has notified The Nasdaq Stock Market of the consummation of the transaction, and has been informed by Nasdaq that trading in the shares of common stock of Correvio on Nasdaq was halted immediately following the after-hours session at 8 p.m. EST on May 26, 2020 and will be suspended effective as of May 28, 2020.  

Correvio has requested that Nasdaq file a delisting application on Form 25 with the Securities and Exchange Commission (SEC) to report the delisting of the shares of common stock of Correvio from Nasdaq.

Correvio expects to terminate the registration of its shares of common stock under the Securities Exchange Act of 1934, as amended, and to therefore cease to report to the SEC, approximately 10 days after the closing of the transaction.  

PJT Partners served as financial advisor, and Fasken Martineau DuMoulin LLP and White & Case respectively as Canadian, U.S. and European legal advisors to ADVANZ PHARMA and its board of directors as part of the transaction. Piper Sandler served as financial advisor to Correvio. Blake, Cassels & Graydon LLP served as Canadian legal counsel and Skadden, Arps, Slate, Meagher & Flom LLP served as U.S. legal counsel to Correvio.

1All dollar amounts in this press release are in U.S. dollars unless otherwise indicated.

About ADVANZ PHARMA

ADVANZ PHARMA operates an international specialty pharmaceutical business with a diversified portfolio of more than 200 branded and unbranded products, and sales in more than 90 countries, and going forward, is focused on becoming the leading platform for niche-established medicines, with advanced commercial capabilities throughout Western Europe.

ADVANZ PHARMA's registered office is in Jersey, Channel Islands. The Company operates globally through its subsidiaries in Sydney, Australia; Mumbai, India; Dublin, Ireland; Helsingborg, Sweden; Chicago, United States; and its head office in London, England.

About Correvio Pharma Corp.

Correvio Pharma Corp. is a specialty pharmaceutical company focused on providing innovative, high-quality brands that meet the needs of acute care physicians and patients. With a commercial presence and distribution network covering over 60 countries worldwide, Correvio develops, acquires, and commercializes brands for the in-hospital, acute care market segment. Correvio's portfolio of approved and marketed brands includes: Xydalba™ (dalbavancin hydrochloride), for the treatment of acute bacterial skin and skin structure infections (ABSSSI); Zevtera®/Mabelio® (ceftobiprole medocaril sodium), a cephalosporin antibiotic for the treatment of community- and hospital-acquired pneumonia (CAP, HAP); Brinavess® (vernakalant IV) for the rapid conversion of recent onset atrial fibrillation to sinus rhythm; Aggrastat® (tirofiban hydrochloride) for the reduction of thrombotic cardiovascular events in patients with acute coronary syndrome. Correvio's pipeline of product candidates includes Trevyent®, a drug-device combination that is designed to deliver treprostinil, the world's leading treatment for pulmonary arterial hypertension. 

Correvio® and the Correvio Logo are the proprietary trademarks of Correvio Pharma Corp. Aggrastat® and Brinavess™® are trademarks owned by Correvio and its affiliates worldwide. Xydalba™ is a trademark of Allergan Pharmaceuticals International Limited, and used under license. Zevtera® and Mabelio® are trademarks owned by Basilea Pharmaceutica International Ltd., and used under license.

Trevyent® is a trademark of United Therapeutics Corporation and used under license.