PRESS RELEASE: Evotec to Acquire Renovis, Seek NASDAQ Listing

Evotec to Acquire Renovis, Seek NASDAQ Listing

Merger to Create Emerging Pharmaceutical Company, Broad Pipeline in Neurological and Inflammatory Diseases, Strong Cash Position
 
Conference call to be held at 02.00 pm CET (UK time: 01.00 pm/US: 08.00 am EDT/05.00 am PDT), dial-in details below
 
Hamburg, Germany | South San Francisco, California - Evotec AG (Frankfurt Stock Exchange: EVT) and Renovis, Inc. (NASDAQ: RNVS) today announced that they have entered into a definitive agreement under which Evotec will acquire Renovis, a biopharmaceutical company focused on the discovery and development of drugs for major medical needs in the areas of pain and inflammatory diseases, in a stock-for-stock transaction valued at approximately US$ 151.8 million. The merger is expected to create an emerging global pharmaceutical company with three clinical candidates, a strong late stage preclinical pipeline focusing on areas of neurological and inflammatory diseases, and pro-forma cash of approximately US$ 175 million (as of 31 August 2007, not including proceeds from the disposal of Evotec's Chemical Development Business to Aptuit, Inc. for approximately US$ 64 million and prior to the payment of transaction cost). The merged company will be called Evotec.
 
"By combining Evotec's drug discovery and development know-how with Renovis' medicinal chemistry and target validation expertise, we expect to form a global biopharmaceutical company with world class discovery capabilities, a strong pipeline in CNS disorders and several significant research partnerships with leading pharmaceutical companies such as Boehringer Ingelheim, Pfizer and Roche," said Jörn Aldag, President & Chief Executive Officer of Evotec AG. "Additionally, this merger will provide us with discovery talent in the US biotechnology industry and will clearly sharpen the focus of Evotec's existing drug discovery and development activities."
 
Aldag continued: "Over the past year, we executed our strategy and streamlined our business by spinning out non-core assets: We completed the sale of Evotec Technologies to PerkinElmer for cash (received up to now approximately US$ 29 million), transferred our library synthesis business into a joint venture with Indian RSIL and recently announced the sale of our Chemical Development Business to Aptuit for approximately US$ 64 million in cash. We are now very well funded to drive three clinical programs to their next inflection points, as well as three later stage preclinical projects into the clinic in 2008. Based upon the Phase II data obtained with our lead compound EVT 201, we look forward to sharing the results of a second Phase II study in elderly insomniacs in October."
 
Corey Goodman, Ph.D., Chief Executive Officer of Renovis, said: "The merger of the two companies represents an important opportunity for Renovis and its stockholders. The proposed transaction will combine leading science and complementary development programs across the CNS spectrum, creating a broad and innovative clinical, advanced preclinical and research portfolio.  Furthermore, we expect the merger to create a stronger, more diverse company with substantial financial resources to support its continued discovery and development efforts. We believe this transaction will maximise the value of both Renovis' preclinical and research portfolio and our innovative and productive scientific capabilities."
 
 
Key highlights of the transaction include:
 
> Innovative preclinical pipeline of Renovis product candidates, which complement Evotec's program, and which include candidates expected to enter Phase I clinical trials in 2008:

> VR1 antagonists - lead preclinical program in collaboration with Pfizer Inc. in which Evotec will be eligible to receive milestone payments of more than US$ 170 million and double-digit royalties on worldwide net sales of products successfully developed and commercialized.

> Worldwide rights to antagonists of selected purinergic receptors (P2X7 and P2X3) with potential in a broad spectrum of pain and inflammatory conditions. 
 
A team of renowned research experts and industry veterans with proven track records expected to join Evotec; the total pro-forma headcount as of 31 August 2007 is approximately 630.
 
A US-based facility located in South San Francisco, California, which will be a 'center of excellence' for innovative discovery projects for inflammatory diseases, pain and other related diseases based on the VR1 and P2X2/3 and P2X7 target families and potentially other ion channel targets. In addition, this will be the home of Evotec's systems-based regenerative medicine research in progress under several contracts with the NIH, the ETH Zurich and other renowned academic institutes.
 
As of the end of August 2007 Renovis had approximately US$ 87 million of cash, cash equivalents and short-term investments on its balance sheet. In addition, to approximately US$ 88 million on Evotec's balance sheet, the combined companies would have a pro- forma cash position of approximately US$ 175 million. This does not include the estimated US$ 64 million in cash proceeds related to Evotec's recently sold Chemical Development Business and is prior to payment of any transaction related cost.

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