Press Release: EUSA Pharma Launches, Raises $175m, Acquires OPi SA

EUSA Pharma Launches, Raises $175m, Acquires OPi SA Launch of new transatlantic specialty pharma company EUSA Pharma raises $175m for both the acquisition of OPi SA and the further development of the Company NEW YORK, March 1, 2007 - EUSA Pharma Inc, a new transatlantic specialty pharmaceutical company focused on developing and marketing products for the hospital market both in Europe and the United States, announces the agreed acquisition of OPi SA ("OPi"), an integrated biopharmaceutical company. The acquisition will create a strong platform on which to build a significant transatlantic business. The acquisition is being funded with finance from a syndicate led by Essex Woodlands and 3i including, Goldman Sachs, Advent Venture Partners, NeoMed and NovaQuest. OPi, which is headquartered in Lyon, France, develops and markets worldwide a range of specialty pharma drugs aimed at treating patients suffering from rare and severe diseases. Its primary focus is onco-haematology, with two drugs approved for the treatment of acute lymphoblastic leukaemia, Erwinase(r) (crisantaspase) and Kidrolase(r) (L-asparaginase). OPi is also active in other therapeutic areas, with commercialised hospital products targeting rare and severe diseases, and has a R&D portfolio including monoclonal antibodies at various stages of development. Reasons for the Acquisition EUSA Pharma's strategy is to build a portfolio of products in oncology, pain and critical care, and to create a balanced company in the EU and USA, as reflected in the Company's name. The acquisition of OPi gives EUSA Pharma an accelerated scale up providing the Company with an established infrastructure in Europe, plus product sales and rights in both the EU and the USA. OPi has four products in the market, a further two products in clinical development and a fully human anti-IL6 mAb in preclinical development. In 2006, OPi achieved sales of $23 million, a growth of 69% on 2005, and was profitable. EUSA Pharma has identified opportunities to add value through optimisation of current activities and an increased focus on commercial activities. Background on EUSA Pharma EUSA Pharma was founded in May 2006 by Bryan Morton with $53 million funding from Essex Woodlands. In July 2006, EUSA Pharma acquired a private company, Talisker Pharma. The acquisition included Rapydan(tm) and two development stage CNS products, one targeted at schizophrenia and one at Alzheimer's disease. Rapydan(tm) is a rapid-onset anaesthetic patch which achieved regulatory approval in Sweden in January and is already marketed in the USA by Endo under the brand name Synera(tm). EUSA Pharma now expects Rapydan(tm) to be approved across Europe, including in the UK, France and Germany, beginning in the third quarter of 2007. The key differentiator of Rapydan(tm) is the inclusion in the patch of a heating element which aids the speed of onset and penetration of the anaesthesia. Rapydan(tm) represents EUSA Pharma's first entry into the pain market. The EUSA Pharma Executive Management and Board EUSA Pharma's management team has a solid track record of managing operations within global pharmaceutical companies. Bryan Morton, previously of Merck & Co Inc and founder of Zeneus Pharma, is President and Chief Executive. Jim Phillips, founder of Talisker, previously an international executive with Novartis, joined the EUSA Board as EU President in July 2006. Rolf Stahel, previously Chief Executive of Shire Pharmaceuticals, which he led from being a small private company to a FTSE 100 company worth $3.2 billion in nine years, is Chairman of the Group. Goran Ando, previously Chief Executive of Celltech Group, and Bill Crouse, a former J&J Executive and Managing Director of Healthcare Ventures, join the Board as Non-executive Directors. Petri Vainio joined the Board as Non-executive Director in May 2006 representing the founder Investor Essex Woodlands. Gilles Alberici, currently CEO of OPi, Andrew Fraser of 3i and Raj Parekh of Advent Venture Partners will also join the Board of EUSA as Non-executive Directors upon completion of the acquisition. David Cook, Finance Director, was most recently with Zeneus Pharma as Group Financial Controller and then acting Chief Financial Officer. Dr Tim Corn is the Company's Chief Medical Officer. Dr Corn was previously with Glaxo, MHRA, Elan and Zeneus Pharma. Zoe Evans, Legal Counsel and Company Secretary, has previous experience with companies in the sector including PowderJect Pharmaceuticals, Chiron Vaccines, Zeneus Pharma and Cephalon. Bryan Morton, Chief Executive of EUSA Pharma, said: "We have launched EUSA Pharma with a strong team and a clear strategy to become a significant transatlantic specialty pharma company. This acquisition gives EUSA an accelerated scale up: OPi has an outstanding R&D approach with some unique products in the market and the pipeline, but we will be able to bring a strong focus to commercial operations and plans. We believe that the combination of EUSA Pharma and OPi is a strong platform for rapid growth. The Company plans to make more acquisitions to add further value in pursuit of our goal of becoming a $1 billion company." Gilles Alberici, Founder and Chief Executive of OPi, said: "The team at OPi has successfully developed a number of attractive products and this is the right time to hand over the reins to a team ideally positioned to drive commercial operations to the next level, while maintaining a targeted R&D focus in specialised therapeutic areas. This is viewed as a significant leap towards the creation of a world class specialty pharma company. The acquisition also offers our investors a suitable exit and just reward for their support over the years. I have every confidence that the combined business has an exciting future." Rolf Stahel, Chairman of EUSA Pharma, said: "The EUSA Pharma management team has worked extremely hard since the company was formed and that work has culminated in today's acquisition. This marks the turning point in EUSA Pharma's young and impressive history and gives us a strong base on which to build a fully integrated transatlantic specialty pharma company."