LogicBio acquisition to build on current
collaborations and advancements in genomic medicine
Alexion, AstraZeneca Rare Disease, today announced the
completion of its acquisition of LogicBio® Therapeutics, Inc.
(NASDAQ: LOGC), a pioneering genomic medicine company.
The acquisition creates an opportunity to accelerate Alexion’s
growth in genomic medicines through unique technology, an
experienced rare disease R&D team, and expertise in
pre-clinical development. Frederic Chereau, CEO of LogicBio, will
join Alexion as Senior Vice President, Strategy and Business
Development.
Additional Transaction Details
The tender offer for all of the issued and outstanding shares of
common stock of LogicBio expired as scheduled at one minute
following 11:59 p.m., New York City time, on Tuesday, November 15,
2022. The minimum tender condition and all of the other conditions
to the offer have been satisfied and on November 16, 2022, Alexion
accepted for payment and will as promptly as practicable (but in
any event within two business days) pay for all shares validly
tendered and not validly withdrawn.
Following its acceptance of the tendered shares, on November 16,
2022, Alexion has completed its acquisition of all of LogicBio
through the merger of a wholly owned subsidiary of Alexion with and
into LogicBio, pursuant to Section 251(h) of the General
Corporation Law of the State of Delaware, with LogicBio continuing
as the surviving corporation and becoming a wholly owned subsidiary
of Alexion.
In connection with the merger, all LogicBio shares of common
stock not validly tendered in the tender offer have been converted
into the right to receive $2.07 per share in cash, without interest
thereon and net of any applicable withholding taxes, that would
have been paid had such shares been validly tendered in the tender
offer. In connection with the acquisition, LogicBio’s shares of
common stock ceased trading on the NASDAQ Global Market. Alexion
will retain LogicBio employees at their current location.
For additional background on the acquisition, please read the
announcement press release.
Notes
About Alexion, AstraZeneca Rare Disease
Alexion, AstraZeneca Rare Disease, is the group within
AstraZeneca focused on rare diseases, created following the 2021
acquisition of Alexion Pharmaceuticals, Inc. As a leader in rare
diseases for nearly 30 years, Alexion is focused on serving
patients and families affected by rare diseases and devastating
conditions through the discovery, development and commercialisation
of life-changing medicines. Alexion focuses its research efforts on
novel molecules and targets in the complement cascade and its
development efforts on haematology, nephrology, neurology,
metabolic disorders, cardiology and ophthalmology. Headquartered in
Boston, Massachusetts, Alexion has offices around the globe and
serves patients in more than 50 countries.
About AstraZeneca
AstraZeneca is a global, science-led biopharmaceutical company
that focuses on the discovery, development and commercialization of
prescription medicines in Oncology, Rare Diseases and
BioPharmaceuticals, including Cardiovascular, Renal &
Metabolism, and Respiratory & Immunology. Based in Cambridge,
UK, AstraZeneca operates in over 100 countries, and its innovative
medicines are used by millions of patients worldwide. For more
information, please visit www.astrazeneca-us.com and follow us on
Twitter @AstraZenecaUS.
Cautionary Statement Regarding Forward-Looking
Statements
This communication contains forward-looking statements. These
forward-looking statements generally include statements that are
predictive in nature and depend upon or refer to future events or
conditions, and include words such as “believes,” “plans,”
“anticipates,” “projects,” “estimates,” “expects,” “intends,”
“strategy,” “future,” “opportunity,” “may,” “will,” “should,”
“could,” “potential,” or similar expressions. By their nature,
forward-looking statements involve risks and uncertainty because
they relate to events and depend on circumstances that will occur
in the future, and there are many factors that could cause actual
results and developments to differ materially from those expressed
or implied by these forward-looking statements, many of which are
beyond the control of Alexion Pharmaceuticals, Inc. (“Alexion”) and
LogicBio Therapeutics, Inc. (“LogicBio”). Statements in this
communication regarding Alexion, LogicBio and the combined company
that are forward-looking, including anticipated benefits of
Alexion’s acquisition of LogicBio (the “Acquisition”), the impact
of the Acquisition on Alexion’s and LogicBio’s businesses and
future financial and operating results and the amount and timing of
synergies from the Acquisition, are based on management’s
estimates, assumptions and projections, and are subject to
significant uncertainties and factors, many of which are beyond the
control of Alexion and LogicBio.
The following are some of the factors that could cause actual
future results to differ materially from those expressed in any
forward-looking statements: (i) uncertainties as to Alexion
achieving the synergies and value creation contemplated by the
Acquisition; (ii) uncertainties as to Alexion promptly and
effectively integrating LogicBio’s business; (iii) the effect of
the Acquisition on Alexion’s, LogicBio’s or the combined company’s
ability to retain and hire key personnel, their ability to maintain
relationships with their business partners, collaborators, vendors
and others with whom they do business or their businesses
generally; (iv) risks related to diverting management’s attention
from the ongoing business operations of Alexion and LogicBio; (v)
risks related to unknown liabilities; (vi) the risk that additional
stockholder litigation or demands in connection with the
Acquisition will be instituted or received, and the outcome of any
such pending or additional matters, which may require significant
costs, including with respect to defense, indemnification and
liability with respect thereto; and (vii) other factors as set
forth in LogicBio’s filings with the SEC, including its Quarterly
Report on Form 10-Q for the quarterly period ended September 30,
2022 and other filings LogicBio has made with the SEC. You are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. All
forward-looking statements are based on information currently
available to Alexion and LogicBio, and Alexion and LogicBio
expressly disclaim any intent or obligation to update, supplement
or revise publicly these forward-looking statements except as
required by law.
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Media Inquiries Brendan McEvoy +1 302 885 2677 US Media
Mailbox: usmediateam@astrazeneca.com
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