Genmab made one of the splashiest European biopharma acquisitions in recent memory on Monday morning, when it said it would
buy antibody maker Merus for $8 billion
in cash.
Endpoints News
caught up with Genmab CEO Jan van de Winkel to discuss the deal, which he described as a “very fair price” for Merus’ shareholders. Genmab is paying $97 per share
$MRUS
, which is a 41% premium to Friday’s closing price.
The CEO spoke from Genmab’s R&D site in Utrecht, Netherlands, which he says is about 50 meters away from Merus’ headquarters. The companies have known each other for two decades, but over the past two years, Genmab had been closely following Merus’ lead drug candidate for head and neck cancer, an EGFRxLGR5 antibody called petosemtamab. Talks ramped up after Phase 2 data were presented at ASCO this summer.
The deal could help Genmab become a global leader in the head and neck cancer space, and accelerate past rivals like Bicara Therapeutics.
This interview has been substantially edited for length and clarity.
Kyle LaHucik:
The main question I always ask with deals is: Why now?
Jan van de Winkel:
We have the confidence now that we are investing in a fantastic product.
LaHucik:
Had Merus been looking at other potential deals, or was this the result of Genmab reaching out to Merus?
Van de Winkel:
We’ve known them since they existed for 23 years. We have been in detail evaluating and speaking with them about the petosemtamab data based on what was in the public domain, and we were really quite keen in seeing whether that could be a molecule which could really contribute to our late-stage clinical pipeline. This is perfect for Genmab to really move this company robustly into a sustainably profitable company in the coming years and into the next decade.
LaHucik:
By doing the acquisition now, ahead of the Phase 3 data, did that allow Genmab to come in at a lower price? I just covered the Novartis-Tourmaline Bio deal, and that went from $28 per share prior to Phase 2 data to
$48 per share
after Phase 2 data.
Van de Winkel:
We are an antibody company. It is a total of eight medicines on the market based on our technology. Today, Novo Nordisk filed another bispecific based on our technology, Mim8, to the FDA as a BLA filing. We are very good at evaluating antibody-based medicines.
With the data right now in the public domain, we can actually look at that data much more carefully than other companies can, because of our expertise in the antibody space. This is more or less similar to what we did last year with ProfoundBio, but we had actually less than 40 patients’ worth of data. But we saw immediately that this was not a Phase 1/2 candidate. This was a Phase 3 candidate before the rest of the field saw that. And within one and a half years after we acquired ProfoundBio, we have moved it to one Phase 3 and by the end of this year, there will be three Phase 3s.
LaHucik:
What is Genmab’s interest in Merus’ EGFRxc-MET bispecific MCLA-129?
Van de Winkel:
MCLA-129 is a target combination we know really, really well because we have a c-METxEGFR bispecific from the ProfoundBio acquisition as an ADC. This is in dose escalation. This one is different characteristics. But I can assure you that the complete deal and the complete value was anchored on petosemtamab. The rest would be potential upside.
Once we bring the two companies together, we would have to rank order all the programs. I’ve never in my life, Kyle, spent $8 billion. So I wanted to be 100% sure, nearly 100% sure, that we were doing the right thing here. The market is reacting really positively. We may have found another jewel, basically a rough diamond we can polish and let it shine like we did with ProfoundBio and Rina-S.
LaHucik:
What are your thoughts on investor reaction to the acquisition? Shares were down slightly, about 1.5%, in premarket trading.
Van de Winkel:
Honestly, the feedback to me has been universally positive. I just came from an investor call with a very large investor, very positive about the strategic rationale. They need to get more reassurance from further clinical data.
LaHucik:
Contingent value rights have become a mainstay in a lot of pharma acquisitions. Was that ever a consideration in these deal talks?
Van de Winkel:
They came up at some point. But we don’t like contingent value rights, because they hang above your head for the coming years, depending on how you define the trigger points. We didn’t like that. We wanted to do it in one go.
LaHucik:
I’ve covered six biopharma acquisitions so far this month. Do you get a sense that deal appetite is increasing?
Van de Winkel:
It is definitely. Uncertain times geopolitically and politically, but I can see that a lot of companies are very open to fill their pipeline with new candidates. What I hear from my ecosystem is that the appetite goes up for deals.
LaHucik:
Is there anything else you wanted to highlight about the deal?
Van de Winkel:
Peto [petosemtamab] fits very, very naturally in that late-stage product pipeline. Genmab will be a different company five years from now.
LaHucik:
Do you want to still be there five years from now?
Van de Winkel:
Absolutely. I cannot think of retiring. I have too much energy.
LaHucik:
Thank you for taking the time.