-- Omeros receives $125 million in gross
proceeds in sale of a portion of projected royalties receivable on
net sales of OMIDRIA –
Omeros Corporation (Nasdaq: OMER) today announced that Omeros
has sold to DRI Healthcare Acquisitions LP (“DRI”), a wholly owned
subsidiary of DRI Healthcare Trust, an interest in certain royalty
payments based on net sales of OMIDRIA (the “Purchased
Receivables”). The royalties payable to DRI comprise a portion of
the royalties projected to be paid under the terms of the Asset
Purchase Agreement (the “Asset Purchase Agreement”), among Omeros,
Rayner Surgical Inc. (“Rayner Surgical”) and Rayner Surgical Group
Limited, pursuant to which Omeros sold OMIDRIA and related business
assets to Rayner Surgical in December 2021.
Omeros received gross proceeds from DRI of $125 million upon
closing of the sale of the Purchased Receivables, which was
completed pursuant to a Royalty Purchase Agreement between Omeros
and DRI, dated September 30, 2022 (the “Royalty Purchase
Agreement”).
Under the Royalty Purchase Agreement, DRI is entitled to
royalties on net sales of OMIDRIA received between September 1,
2022 and December 31, 2030, subject to annual caps. Based on the
payment schedule and associated caps, not until July 2028 will DRI
have been paid an aggregate of $125 million, the amount that Omeros
has received from DRI. Specifically, the caps are set at $1.67
million for the remainder of 2022, $13 million for calendar year
2023, $20 million for calendar year 2024, $25 million for calendar
years 2025 through 2028, $26.25 million for calendar year 2029 and
$27.50 million for calendar year 2030. The total payments to DRI
throughout the term of the agreement are $188.4 million and
represent no more than one-third of future royalty payments
projected to be paid by Rayner to Omeros through 2030.
DRI is not entitled to carry-forward nor recoup any shortfall if
the royalties paid by Rayner for an annual period are less than the
cap amount applicable to such period. Omeros will retain all
royalties received during a given annual period in excess of the
respective cap. DRI has no recourse to Omeros’ assets other than
the Purchased Receivables and is entitled to payment for the
Purchased Receivables only to the extent of royalty payments
actually received, up to the previously described annual caps.
Given that this is a partial sale of OMIDRIA royalties, there are
no asset pledges or financial covenants.
Royalty payments, as received from Rayner, will be allocated
between Omeros and DRI each month based on the amount to which DRI
is entitled. Monthly caps are determined by dividing the annual cap
amount by 12 or, in the case of the partial calendar year 2022, by
four.
“We are pleased to have partnered with DRI to monetize a portion
of our OMIDRIA royalty stream,” said Gregory A. Demopulos, M.D.,
chairman and chief executive officer of Omeros. “The transaction
provides Omeros with a substantial capital infusion that is
repayable over the next eight and a half years solely from future
OMIDRIA royalties, retains the majority of our expected OMIDRIA
revenues, and does not dilute our stockholders.”
The Purchased Receivables do not include, and DRI is not
entitled to, any portion of the $200 million commercial milestone
payment payable to Omeros under the Asset Purchase Agreement if,
before January 1, 2025, separate payment for OMIDRIA under Medicare
Part B is secured for a continuous period of at least four
years.
OMIDRIA has been granted separate payment in ambulatory surgery
centers by the Centers for Medicare and Medicaid Services (CMS)
under CMS’ non-opioid alternative pain management exclusion from
packaged payment. The most recently reported quarterly net revenues
for OMIDRIA were $34.5 million for the quarter ended June 30, 2022,
on which Omeros earned a 50-percent royalty, or $17.2 million, from
Rayner.
About Omeros Corporation
Omeros is an innovative biopharmaceutical company committed to
discovering, developing and commercializing small-molecule and
protein therapeutics for large-market and orphan indications
targeting immunologic disorders including complement-mediated
diseases, cancers, and addictive and compulsive disorders. Omeros’
lead MASP-2 inhibitor narsoplimab targets the lectin pathway of
complement and is the subject of a biologics license application
(BLA) pending before FDA for the treatment of hematopoietic stem
cell transplant-associated thrombotic microangiopathy (HSCT-TMA).
Narsoplimab is also in multiple late-stage clinical development
programs focused on other complement-mediated disorders, including
IgA nephropathy, COVID-19, and atypical hemolytic uremic syndrome.
Omeros’ long-acting MASP-2 inhibitor OMS1029 is currently in a
Phase 1 clinical trial. OMS906, Omeros’ inhibitor of MASP-3, the
key activator of the alternative pathway of complement, is
advancing in clinical programs for paroxysmal nocturnal
hemoglobinuria (PNH), complement 3 (C3) glomerulopathy and one or
more related indications. For more information about Omeros and its
programs, visit www.omeros.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, which are
subject to the “safe harbor” created by those sections for such
statements. All statements other than statements of historical fact
are forward-looking statements, which are often indicated by terms
such as “anticipate,” “believe,” “could,” “estimate,” “expect,”
“goal,” “intend,” “likely,” “look forward to,” “may,” “objective,”
“plan,” “potential,” “predict,” “project,” “should,” “slate,”
“target,” “will,” “would” and similar expressions and variations
thereof. Forward-looking statements, including projections of
future royalties payable based on net sales of OMIDRIA, are based
on management’s beliefs and assumptions and on information
available to management only as of the date of this press release.
Omeros’ actual results could differ materially from those
anticipated in these forward-looking statements for many reasons,
including, without limitation, risks associated with product
commercialization and commercial operations, regulatory processes
and oversight, payment and reimbursement policies applicable to
OMIDRIA and the risks, uncertainties and other factors described
under the heading “Risk Factors” in the company’s Annual Report on
Form 10-K filed with the Securities and Exchange Commission (SEC)
on March 1, 2022. Given these risks, uncertainties and other
factors, you should not place undue reliance on these
forward-looking statements, and the company assumes no obligation
to update these forward-looking statements, whether as a result of
new information, future events or otherwise, except as required by
applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20221003005401/en/
Jennifer Cook Williams Cook Williams Communications, Inc.
Investor and Media Relations IR@omeros.com
Omeros (NASDAQ:OMER)
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