Acorda Files for Voluntary Chapter 11
Protection to Facilitate Orderly Sale
Acorda Enters into a Restructuring Support
Agreement with over 90% of the Secured Convertible Noteholders
Patient Access to INBRIJA® (levodopa inhalation
powder) and AMPYRA® (dalfampridine) to Continue Uninterrupted
Acorda Therapeutics, Inc. (Nasdaq: ACOR) (“Acorda” or “the
Company”) today announced that it has entered into an asset
purchase agreement with Merz Therapeutics to purchase substantially
all of the assets of Acorda, including the rights to INBRIJA,
AMPYRA, and FAMPYRA for $185 million. Merz Therapeutics, a leader
in the field of neurotoxins, is a business of the global
family-owned company Merz, headquartered in Frankfurt am Main,
Germany. To facilitate an orderly sale process, and in an effort to
maximize the value for the Company's assets through a competitive
auction process, with Merz serving as the "stalking horse" bidder,
Acorda and certain of its affiliates filed voluntary petitions to
commence Chapter 11 proceedings in the U.S. Bankruptcy Court for
the Southern District of New York.
The decision to file for Chapter 11 protection follows a lengthy
strategic review during which the Company explored a wide range of
strategic options. The sale will be conducted through a
court-supervised process under Section 363 of the U.S. Bankruptcy
Code, which will provide potential buyers the opportunity to submit
offers and is expected to conclude in June 2024.
Ron Cohen, M.D., Acorda’s CEO and President, said, "Acorda’s
management team and board have evaluated all of our strategic
options, and following an exhaustive process believe that this
option is in the best interest of stakeholders. One of our top
priorities is to ensure an uninterrupted supply of our medications
to people with multiple sclerosis and Parkinson’s disease. We are
confident that Merz Therapeutics, if they are the ultimate
acquirer, will be able to seamlessly continue serving these
patients’ needs, given Merz’s longstanding dedication to improving
the lives of people who suffer from movement disorders and other
neurological conditions."
Acorda will continue operations while it works to complete the
sale process. To enable this, the Company has filed motions with
the court seeking to ensure the continuation of normal operations
during this process. Upon court approval, Acorda expects to
minimize the impact of the bankruptcy process on its employees,
customers, patients, and other key stakeholders.
Acorda entered into a Restructuring Support Agreement with the
holders of over 90% of its 6.00% Convertible Senior Secured Notes
due 2024, which sets out certain milestones and conditions relating
to the Section 363 sale process. In addition, in order to fund the
continued operations of the Company during the bankruptcy process,
Acorda and certain noteholders entered into a Debtor-in-Possession
Financing Agreement to provide a term loan facility in the
aggregate amount of $20 million in new money, which is also subject
to court approval.
Acorda is being advised by Baker McKenzie as legal counsel,
Ernst & Young as financial advisor, and Ducera Partners and
Leerink Partners as the investment bankers. Merz is being advised
by Freshfields Bruckhaus Deringer US LLP as legal counsel, Morgan
Stanley as investment banker, and Deloitte as financial and tax
advisors. Senior Convertible Noteholders are being advised by King
& Spalding as legal counsel and Perella Weinberg Partners as
investment banker.
Additional Information
Additional information about the bankruptcy cases is available
by calling the Company's Restructuring Information Line at (844)
712-1917 within the U.S., or (646) 777-2412 outside the U.S.
Information is also available at https://cases.ra.kroll.com/Acorda.
Additional information may also be found in our public reports
filed with the Securities and Exchange Commission.
About Acorda Therapeutics
Acorda Therapeutics develops therapies to restore function and
improve the lives of people with neurological disorders. INBRIJA®
is approved for intermittent treatment of OFF episodes in adults
with Parkinson’s disease treated with carbidopa/levodopa. INBRIJA
is not to be used by patients who take or have taken a nonselective
monoamine oxidase inhibitor such as phenelzine or tranylcypromine
within the last two weeks. INBRIJA utilizes Acorda’s innovative
ARCUS® pulmonary delivery system, a technology platform designed to
deliver medication through inhalation. Acorda also markets the
branded AMPYRA® (dalfampridine) Extended Release Tablets, 10
mg.
Forward-Looking Statements
This press release includes forward-looking statements. All
statements, other than statements of historical facts, regarding
management's expectations, beliefs, goals, plans or prospects
should be considered forward-looking. These statements are subject
to risks and uncertainties that could cause actual results to
differ materially, including: our ability to negotiate and confirm
a sale of substantially all of our assets under Section 363 of the
Bankruptcy Code (or any other plan of reorganization); the high
costs and related fees of cases instituted under the Bankruptcy
Code; our ability to obtain sufficient financing to allow us to
operate our business during the course of the Chapter 11
proceedings; our ability to satisfy the conditions and milestones
in the Restructuring Support Agreement; our ability to maintain our
relationships with our suppliers, service providers, customers,
employees and other third parties; our ability to maintain
contracts that are critical to our operations; our ability to
execute competitive contracts with third parties; the ability of
third parties to seek and obtain court approval to terminate
contracts and other agreements with us; our ability to retain our
current management team and to attract, motivate and retain key
employees; the ability of third parties to seek and obtain court
approval to convert the Chapter 11 proceedings to a proceeding
under Chapter 7 of the Bankruptcy Code; the actions and decisions
of our shareholders, creditors and other third parties who have
interests in the Chapter 11 proceedings that may be inconsistent
with our plans; our ability to successfully market INBRIJA, AMPYRA,
FAMPYRA or any other products that we may develop; our ability to
attract and retain key management and other personnel, or maintain
access to expert advisors; our ability to raise additional funds to
finance our operations, repay outstanding indebtedness or satisfy
other obligations, and our ability to control our costs or reduce
planned expenditures and take other actions which are necessary for
us to continue as a going concern; risks related to the successful
implementation of our business plan, including the accuracy of our
key assumptions; risks related to our corporate restructurings,
including our ability to outsource certain operations, realize
expected cost savings and maintain the workforce needed for
continued operations; risks associated with complex, regulated
manufacturing processes for pharmaceuticals, which could affect
whether we have sufficient commercial supply of INBRIJA, AMPYRA or
FAMPYRA to meet market demand; our reliance on third-party
manufacturers for the production of commercial supplies of INBRIJA,
AMPYRA and FAMPYRA; third-party payers (including governmental
agencies) may not reimburse for the use of INBRIJA, AMPYRA or
FAMPYRA at acceptable rates or at all and may impose restrictive
prior authorization requirements that limit or block prescriptions;
reliance on collaborators and distributors to commercialize INBRIJA
and FAMPYRA outside the U.S.; our ability to satisfy our
obligations to distributors and collaboration partners outside the
U.S. relating to commercialization and supply of INBRIJA and
FAMPYRA; competition for INBRIJA and AMPYRA, including increasing
competition and accompanying loss of revenues in the U.S. from
generic versions of AMPYRA (dalfampridine) following our loss of
patent exclusivity; competition from generic versions of FAMPYRA
(dalfampridine) following patent challenges in jurisdictions
outside of the U.S.; the ability to realize the benefits
anticipated from acquisitions because, among other reasons,
acquired development programs are generally subject to all the
risks inherent in the drug development process and our knowledge of
the risks specifically relevant to acquired programs generally
improves over time; the risk of unfavorable results from future
studies of INBRIJA (levodopa inhalation powder) or from other
research and development programs, or any other acquired or
in-licensed programs; the occurrence of adverse safety events with
our products; the outcome (by judgment or settlement) and costs of
legal, administrative or regulatory proceedings, investigations or
inspections, including, without limitation, collective,
representative or class-action litigation; failure to protect our
intellectual property, to defend against the intellectual property
claims of others or to obtain third-party intellectual property
licenses needed for the commercialization of our products; and
failure to comply with regulatory requirements could result in
adverse action by regulatory agencies.
These and other risks are described in greater detail in our
filings with the Securities and Exchange Commission. We may not
actually achieve the goals or plans described in our
forward-looking statements, and investors should not place undue
reliance on these statements. Forward-looking statements made in
this press release are made only as of the date hereof, and we
disclaim any intent or obligation to update any forward-looking
statements as a result of developments occurring after the date of
this press release, except as may be required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20240401939079/en/
Acorda Therapeutics Tierney Saccavino
tsaccavino@acorda.com
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