Formycon AG and ATHOS KG announce closing of transaction to acquire biosimilar assets FYB201 and FYB202 as well as Bioeq GmbH

DGAP-News: Formycon AG / Key word(s): Mergers & Acquisitions/Capital Increase
Formycon AG and ATHOS KG announce closing of transaction to acquire biosimilar assets FYB201 and FYB202 as well as Bioeq GmbH
10.05.2022 / 07:30
The issuer is solely responsible for the content of this announcement.

Press Release // May 10, 2022

Formycon AG and ATHOS KG announce closing of transaction to acquire biosimilar assets FYB201 and FYB202 as well as Bioeq GmbH

- Full acquisition of biosimilar candidate FYB202 (ustekinumab) and acquisition of a 50% stake in biosimilar candidate FYB201 (ranibizumab) completed

- Takeover of the operational development unit Bioeq GmbH concluded

- Execution of the non-cash capital increase makes ATHOS KG largest indirect shareholder of Formycon with 26.6%

Munich – Formycon AG (ISIN: DE000A1EWVY8 / WKN: A1EWVY) (“Formycon”) and ATHOS KG (“ATHOS”) announce the closing of the acquisition of the biosimilar assets FYB201 and FYB202 as well as Bioeq GmbH ("Bioeq") with the registration of the implementation of the non-cash capital increase in the commercial register after the occurrence of all necessary conditions and the approval of the required authorities.

Formycon has thereby acquired 100% of the rights in FYB202, a biosimilar candidate for Stelara®¹, the 50% stake of ATHOS in FYB201, a biosimilar candidate for Lucentis®², and the operational development unit Bioeq GmbH. Through the acquisition of the biosimilar assets, Formycon will have a significantly higher share in future revenues from their marketing. The company will primarily invest the cash inflows expected from this transaction into accelerated expansion of the development pipeline. This will enable future biosimilar candidates to be developed independently. The intention is for them to contribute sustainably to value added and to the ongoing growth of the company in the future. In addition, with the integration of its long-time partner Bioeq, Formycon is expanding its expertise in a number of sectors that are important for the development, approval and commercialization of biosimilars.

The value of the consideration to be paid by Formycon in the acquisitions totals approximately Euro 650 million and consists of two components:

(I) As a result of the completed capital increase, the Company's share capital of Euro 11,064,750.00 was increased via making full use of the existing authorized capital by Euro 4,000,000.00, to a total of Euro 15,064,750.00 through the issue of 4,000,000 new no-par value bearer shares, each with a notional interest in the share capital of Euro 1.00 to the seller companies in return for a non-cash contribution. Based on a jointly determined and expertly confirmed valuation of the Formycon share of Euro 83.41, the total value of the non-cash capital increase amounts to approximately Euro 334 million. With the completion of the transaction, ATHOS is now Formycon's largest shareholder with an indirect shareholding of around 26.6% in the share capital.

(II) In addition, ATHOS has received an earn-out component in the future sales of Formycon generated with FYB201 and FYB202, which is expected overall to be in the middle-triple-digit million range for ATHOS over an expected 15-year period. Formycon has the option to serve the earn-out component in full or in part in advance at any time.

Dr. Nicolas Combé, CFO of Formycon, said: “We are delighted about the closing of this transaction and would like to thank ATHOS and all involved parties for the constructive cooperation. The acquisition of the biosimilar candidates significantly increases the revenue potential for Formycon allowing a massive acceleration of the implementation of the planned growth strategy. Within the framework of a long-term strategic partnership with our anchor investors, Formycon aims to become a globally operating and fully integrated pharmaceutical company in the field of biosimilars.”

Melissa Simon of ATHOS added: “The merger of the biosimilar assets and the development competencies was an important milestone in Formycon's transformation into a highly specialized and globally active company. We see great potential in the biosimilars market segment and will actively accompany the company on its growth path.”

¹⁾ Stelara® is a registered trademark of Johnson & Johnson
²⁾ Lucentis® is a registered trademark of Genentech Inc.

About Formycon:
Formycon is a leading, independent developer of high-quality biopharmaceutical medicines, especially biosimilars. The company focuses on treatments in ophthalmology, immunology and on other key chronic diseases, covering the entire value chain from technical development to the clinical phase III as well as the preparation of dossiers for marketing approval. With its biosimilars, Formycon is making a major contribution towards providing as many patients as possible with access to vital and affordable medicines. Formycon currently has four biosimilars in development. Based on its extensive experience in the development of biopharmaceutical drugs, the company is also working on the development of a COVID-19 drug FYB207

About ATHOS:
ATHOS invests directly in companies with long-term and entrepreneurial technological focus.

About Biosimilars:
Since their introduction in the 1980s, biopharmaceuticals have revolutionized the treatment of serious diseases such as cancer, diabetes, rheumatoid arthritis, multiple sclerosis and eye diseases. In the coming years, many of these biotech drugs will lose their patent protection – and by 2025 medications with revenues of approximately USD 100 billion will be off patent. Biosimilars are follow-on versions of biopharmaceuticals, for which exclusivity has expired. They are approved via stringent regulatory pathways in highly regulated markets (such as EU, US, Japan, Canada, Australia) based on proven similarity of the biosimilar with the originator biopharmaceutical reference product. Global sales of biosimilars are estimated to exceed $15 billion by 2020. By 2030, analysts estimate that this figure could rise to over $60 billion.

Contact:
Sabrina Müller
Senior Manager Corporate Communications and Investor Relations
Formycon AG
Fraunhoferstr. 15
82152 Martinsried/Planegg/Germany
Tel.: +49 (0) 89 - 86 46 67 149
Fax: + 49 (0) 89 - 86 46 67 110
Sabrina.Mueller@formycon.com // www.formycon.com

Disclaimer:
This press release may contain forward-looking statements and information which are based on our current expectations and certain assumptions. Various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial situation, performance of the company, development of the products and the estimates given here. Such known and unknown risks and uncertainties comprise, among others, the research and development, the regulatory approval process, the timing of the actions of regulatory bodies and other governmental authorities, clinical results, changes in laws and regulations, product quality, patient safety, patent litigation, contractual risks and dependencies from third parties. With respect to pipeline products, Formycon AG does not provide any representation, warranties or any other guarantees that the products will receive the necessary regulatory approvals or that they will prove to be commercially exploitable and/or successful. Formycon AG assumes no obligation to update these forward-looking statements or to correct them in case of developments which differ from those anticipated. This document neither constitutes an offer to sell nor a solicitation of an offer to buy or subscribe for securities of Formycon AG. No public offering of securities of Formycon AG will be made nor is a public offering intended. This document and the information contained therein may not be distributed in or into the United States of America, Canada, Australia, Japan or any other jurisdictions, in which such offer or such solicitation would be prohibited. This document does not constitute an offer for the sale of securities in the United States.

10.05.2022 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de