DENMARK- Novo Nordisk has entered into a legally binding agreement to acquire clinical-stage biopharmaceutical firm Forma Therapeutics in a deal valued at US$1.1 billion (or US$20 per share).

Forma Therapeutics is dedicated to improving the quality of life for those with uncommon blood diseases and sickle cell disease (SCD).

The majority of Forma Therapeutics’ outstanding shares must be tendered, as well as receive the necessary regulatory clearances and meet other customary requirements before the tender offer will be closed.

Any Forma Therapeutics common stock not tendered into the tender offer will receive the same USD per share price payable in the tender offer.

If the tender offer is successful, Novo Nordisk’s acquiring subsidiary will merge into Forma Therapeutics.

Forma Therapeutics Board of Directors has unanimously authorized the deal and it is anticipated to be finalized in the fourth quarter of 2022.

Additionally, under the terms of a support agreement, a number of RA Capital Management, L.P. affiliates, who collectively own around 19% of Forma Therapeutics’ outstanding shares, agreed to tender their shares in the tender offer.

Novo Nordisk has worked for more than 40 years to develop and deliver transformative medicines to patients around the world with rare and devastating diseases

Ludovic Helfgott, executive vice president and head of Rare Disease at Novo Nordisk

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Sickle cell disease (SCD) is a chronic, hereditary condition that worsens over time and shortens the lifespan of red blood cells.

Red blood cells in people with SCD are crescent-shaped, making them rigid, brittle, and incapable of efficiently delivering oxygen.

These sickle red blood cells exhibit diminished cellular energy, poor deformability, limited membrane repair, and enhanced adhesion, all of which are indicators of their poor health.

Around 100,000 persons in the United States and 30,000 in France, Germany, Italy, Spain, and the United Kingdom are among the 17 million people living with SCD globally.

Vaso-occlusive crises (VOCs), anemia, tiredness, and persistent, gradual end-organ damage are just a few of the significant health issues that SCD can bring on.

“Novo Nordisk has worked for more than 40 years to develop and deliver transformative medicines to patients around the world with rare and devastating diseases,” said Ludovic Helfgott, executive vice president and head of Rare Disease at Novo Nordisk. 

He noted that by adding Forma’s differentiated approach to address the unmet needs of patients, the Danish pharma is taking a step forward in enhancing its sickle cell disease pipeline.

The financial and legal advisors for Novo Nordisk were Moelis & Company UK LLP and Davis Polk & Wardwell LLP, respectively.

Forma Therapeutics was advised financially by Centerview Partners LLC and legally by Goodwin Procter LLP.

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