October 31, 2019
Amgen to Acquire 20.5% Stake in BeiGene for Approximately
$2.7 Billion in Cash
BeiGene to Commercialize XGEVA® (denosumab), KYPROLIS®
(carfilzomib), and BLINCYTO® (blinatumomab) in China
Companies to Collaborate on Advancing Amgen’s Industry-Leading
Oncology Pipeline in China and Globally
Amgen Will Continue to Commercialize its Non-Oncology Product Portfolio
THOUSAND OAKS, Calif. (Oct. 31, 2019) —— Amgen (NASDAQ:AMGN) announced today that it has entered into a strategic collaboration with BeiGene that
will significantly accelerate Amgen’s plans to expand its oncology presence in China, the world’s second-largest pharmaceutical market. BeiGene is a
research-based, oncology-focused biotechnology company with an established and highly experienced team in China, including a 700-person commercial
organization and a 600-person clinical development organization.
“This strategic collaboration with BeiGene will enable Amgen to serve significantly more patients by expanding our presence in the world’s most populous
country,” said Robert A. Bradway, Amgen’s chairman and chief executive officer. “Cancer is a leading cause of death in China and will only become a more
pressing public health issue as the Chinese population ages. With its extensive commercial and clinical capabilities within China and a commitment to
global quality standards, BeiGene is the ideal strategic collaborator as we seek to make a meaningful difference in the lives of millions of cancer
patients in China and around the world.”
As part of the collaboration:
1.Amgen will acquire a 20.5% stake in BeiGene for approximately $2.7 billion in cash. This represents a purchase price of $174.85 per BeiGene American Depositary Share on NASDAQ, a 36% premium to BeiGene’s 30-day volume-weighted average share price as of Oct. 30, 2019. Amgen will nominate one person to serve on BeiGene’s Board of Directors.
2.Under the agreement, BeiGene will commercialize XGEVA® (denosumab), KYPROLIS®(carfilzomib) and BLINCYTO® (blinatumomab) in China during which time
the parties will equally share profits and losses. Two of these products will revert to Amgen, one after five years and one after seven years.
Following the commercialization period, BeiGene will have the right to retain one product and will be entitled to receive royalties on sales
in China for an additional five years on the products not retained. XGEVA was launched in China in September of this year; KYPROLIS and BLINCYTO
are both in Phase 3 trials in China.
3.Amgen and BeiGene will collaborate to advance 20 medicines from Amgen’s innovative oncology pipeline in China and globally. BeiGene will share global
research and development costs and contribute up to $1.25 billion to advance these medicines. Amgen will pay royalties to BeiGene on the sales of these
products outside of China, with the exception of AMG 510, Amgen’s first-in-class KRASG12C inhibitor that is being studied as a potential treatment for
solid tumors. Amgen anticipates utilizing data from clinical trials conducted in China to advance the development of its oncology portfolio globally.
4.Of the 20 oncology medicines in development, BeiGene will assume commercial rights in China for seven years after launch for those that receive approval
in China, including AMG 510. After this time, BeiGene will retain rights to up to six of these products in China, excluding AMG 510, while rights on remaining
products revert to Amgen. Amgen and BeiGene will share profits in China equally on these products until the rights revert to Amgen, after which Amgen will pay
royalties to BeiGene on sales in China for a period of five years after reversion.
5.Amgen will continue to commercialize its non-oncology product portfolio in China. Earlier this year, Amgen launched its first-ever product in China, Repatha®
(evolocumab), an LDL cholesterol-lowering treatment proven to reduce the risk of heart attacks and stroke. Amgen expects to launch a number of other non-oncology
medicines in China over the next several years, including Prolia® (denosumab), which reduces the risk of fracture in postmenopausal women with osteoporosis.
6.XGEVA, KYPROLIS and BLINCYTO, as well as the medicines in Amgen’s oncology pipeline, will be manufactured at Amgen’s existing facilities.
Since 2011, Amgen has expanded its geographic presence from approximately 50 to 100 countries, enabling the company to play a growing role in serving the rapidly
increasing demand for better healthcare around the world. The pharmaceutical market in China is expected to grow briskly as access to new medicines continues to
improve. With approximately four million people diagnosed with cancer annually and 2.3 million deaths from the disease each year, the need for new oncology treatments in China is
particularly acute and the oncology market is one of the fastest-growing segments of the overall pharmaceutical market there.
Amgen will purchase its equity stake in BeiGene with available cash and expects to retain its investment grade credit rating.
“Amgen's capital allocation priorities remain unchanged,” said David W. Meline, executive vice president and chief financial officer at Amgen. “We will continue to grow our
business through internal investment and business development, while providing attractive returns to our shareholders through a growing dividend and continued share repurchases.”
The transaction is expected to close in early 2020 subject to BeiGene shareholder approval, the expiration or termination of waiting periods under all applicable antitrust laws,
and satisfaction of other customary closing conditions.
Goldman Sachs & Co. LLC is acting as exclusive financial advisor, and Latham & Watkins LLP is serving as legal advisor to Amgen.
Amgen is committed to unlocking the potential of biology for patients suffering from serious illnesses by discovering, developing, manufacturing and delivering innovative human therapeutics. This approach begins by using tools like advanced human genetics to unravel the complexities of disease and understand the fundamentals of human biology.
Amgen focuses on areas of high unmet medical need and leverages its expertise to strive for solutions that improve health outcomes and dramatically improve people's lives. A biotechnology pioneer since 1980, Amgen has grown to be one of the world's leading independent biotechnology companies, has reached millions of patients in more than 100 countries and regions worldwide and is developing a pipeline of medicines with breakaway potential.
For more information, visit http://www.amgen.com and follow us on http://www.twitter.com/amgen.
This news release contains forward-looking statements that are based on the current expectations and beliefs of Amgen. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements, including any statements on the outcome, benefits and synergies of the BeiGene strategic collaboration, including the impact on non-GAAP EPS, as well as 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 reports filed by Amgen, including our most recent annual report on Form 10-K and any subsequent periodic reports on Form 10-Q and current reports on Form 8-K. Unless otherwise noted, Amgen is providing this information as of the date of this news release and does not undertake any obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise.
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