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Denmark Co. To Buy US Biopharma Co. for $1.1 Billion
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Forma Therapeutics Holdings Inc. shares traded 51% higher yesterday after the company reported it agreed to be acquired by Denmark's Novo Nordisk A/S in an all-cash deal for $20.00 per share. With the acquisition, Novo Nordisk aims to expand its global presence in the treatment of rare blood disorders and sickle cell disease.

Clinical-stage biopharmaceutical company Forma Therapeutics Holdings Inc. (FMTX:NASDAQ), which is focused on the research, development, and commercialization of novel therapeutics to treat rare blood disorders and sickle cell disease (SCD), yesterday announced that the company has entered into a definitive agreement to be acquired by Novo Nordisk A/S (NVO:NYSE) of Denmark for $20 per share in cash, equating to a total equity value of $1.1 billion. The report indicated that the $20 per share offering price represents a 92% premium over the 30-day volume-weighted average price of Forma Therapeutics Holdings shares.

The companies stated that acquiring Forma Therapeutics will provide Novo Nordisk with the ownership rights to Forma's leading drug development candidate known as etavopivat. Etavopivat is being developed as a treatment for SCD, which is an area that was said to fit well with Novo Nordisk's strategy to expand its pipeline and global presence in the area of hemoglobinopathies, which are "a group of disorders in which there is abnormal production or structure of the hemoglobin protein in the red blood cells."

Novo Nordisk's EVP and Head of Rare Disease Ludovic Helfgott remarked, "By adding Forma's differentiated approach to address unmet needs for patients, we are taking a step forward in enhancing our sickle cell disease pipeline … We have an ambition to build a leading portfolio with standalone and combination treatments to tackle the complications and underlying causes of sickle cell disease."

The companies explained in the report that etavopivat is designed as a disease-modifying therapy that offers the potential to improve red blood cell health in SCD patients. According to the report, etavopivat works by "activating the red blood cell's natural PKR activity to decrease levels of the metabolite 2,3-DPG." This allows sickle hemoglobin to hold on to oxygen longer and also increases an individual's adenosine triphosphate (ATP) levels, thereby improving red blood cell function. As a result, the company believes that etavopivat demonstrates strong potential "to improve the health of sickle red blood cells and lead to a reduction in anemia, hemolysis, vaso-occlusive crises, and end organ damage."

The firm advised that etavopivat is now being studied in the global Phase 2/3 Hibiscus trial in patients diagnosed with SCD and separately in the Phase 2 Gladiolus clinical trial in patients with transfusion-dependent SCD and thalassemia, which it described as another inherited type of hemoglobinopathy.

The firm advised that in the U.S., etavopivat has received Fast Track, Rare Pediatric Disease, and Orphan Drug designations from the U.S. Food and Drug Administration (FDA) and, in addition, has been granted Orphan Drug status in the EU for use in treating SCD.

Forma Therapeutics Holdings' President and CEO Frank D. Lee stated, "Today's announcement is an exciting milestone that accelerates Forma's purpose to transform the lives of patients with sickle cell disease and other serious hematological diseases … Novo Nordisk will partner closely with the sickle cell community to amplify our impact for patients around the world who urgently need new treatment options."

The report stated that Novo Nordisk is expected to fund the purchase using its cash reserves, and the acquisition will not have a material impact on its business outlook or its share buy-back program.

The transaction has already been unanimously approved by Forma Therapeutics' Board of Directors and is expected to close in Q4/22, subject to approval by a majority vote by Forma's shareholders by means of acceptance of a tender offer, ordinary closing conditions, and regulatory approval.

Sickle Cell Disease (SCD) is a lifelong inherited blood disorder caused by a genetic mutation in the beta-chain of hemoglobin that often starts in early childhood. The red blood cells in those affected with SCD are crescent-shaped, which makes them inflexible and fragile and prevents them from being able to deliver oxygen effectively. Approximately 17 million people worldwide, including 100,000 in the U.S., are thought to be living with SCD. The disease is known to cause serious health problems such as anemia, fatigue, painful vaso-occlusive crises (VOCs), and subsequently chronic, progressive end-organ damage.

Forma Therapeutics is a clinical-stage biopharma firm based in Watertown, Mass., that concentrates its work on researching, developing, and commercializing novel medicines for use in treating rare hematologic diseases and cancers. The company is presently conducting several ongoing clinical trials in the areas of sickle cell disease and other hemoglobinopathies, metastatic castration-resistant prostate cancer, glioma, and relapsed/refractory acute myeloid leukemia.

Novo Nordisk is headquartered in Denmark and, with a market cap of over US$184 billion, is one of the world's largest healthcare companies. The company is focused on medicines that are used for treating diabetes and serious chronic diseases, including obesity, rare blood, and endocrine disorders. The company employs around 50,800 people in 80 countries and distributes and sells its products to 170 countries worldwide.

Forma Therapeutics started off yesterday with a market cap of around $641.23 million with approximately 47.85 million shares outstanding. FMTX shares opened 48% higher yesterday at $19.83 (+$6.43, +47.99%) over the previous day's $13.40 closing price. The stock traded yesterday between $19.765 and $20.28 per share and closed for trading at $20.24 (+$6.84 +51.04%).

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