Royalty Pharma plc (Nasdaq: RPRX) and Minerva Neurosciences, Inc.
(Nasdaq: NERV) today announced that Royalty Pharma will acquire
Minerva’s royalty interest in seltorexant for an upfront payment of
$60 million and up to $95 million in additional milestone payments.
The additional payments to Minerva will be contingent on the
achievement of certain clinical, regulatory and commercialization
milestones.
Seltorexant is currently in Phase 3 development for the
treatment of major depressive disorder (MDD) with insomnia symptoms
by Janssen Pharmaceutica, N.V., a subsidiary of Johnson &
Johnson.
“We are very pleased to have entered into this agreement with
Royalty Pharma, the leader in acquiring pharmaceutical royalties
across the life sciences industry,” said Dr. Remy Luthringer,
Executive Chairman and Chief Executive Officer of Minerva. “The
proceeds will be used to fund continued development of
roluperidone, the Company’s proprietary lead compound, which is in
Phase 3 development to treat negative symptoms in
schizophrenia.”
“We are delighted to partner with Minerva,” said Pablo
Legorreta, founder and Chief Executive Officer of Royalty Pharma.
“Based on seltorexant’s differentiated mechanism of action and
robust clinical evidence to date, we are excited by the therapy’s
emerging profile and the opportunity it may bring to address a
significant unmet need for the millions of patients with major
depressive disorder with insomnia symptoms.”
Minerva Neurosciences is entitled to a mid-single digit royalty
on worldwide net sales of seltorexant.
Cooley acted as legal advisors to Minerva Neurosciences on the
transaction. Goodwin Procter, Dechert and Maiwald acted as legal
advisors to Royalty Pharma on the transaction.
About Royalty Pharma plc
Founded in 1996, Royalty Pharma is the largest
buyer of biopharmaceutical royalties and a leading funder of
innovation across the biopharmaceutical industry, collaborating
with innovators from academic institutions, research hospitals and
not-for-profits through small and mid-cap biotechnology companies
to leading global pharmaceutical companies. Royalty Pharma has
assembled a portfolio of royalties which entitles it to payments
based directly on the top-line sales of many of the industry’s
leading therapies. Royalty Pharma funds innovation in the
biopharmaceutical industry both directly and indirectly - directly
when it partners with companies to co-fund late-stage clinical
trials and new product launches in exchange for future royalties,
and indirectly when it acquires existing royalties from the
original innovators. Royalty Pharma’s current portfolio includes
royalties on more than 45 commercial products, including AbbVie and
J&J’s Imbruvica, Astellas and Pfizer’s Xtandi, Biogen’s
Tysabri, Gilead’s HIV franchise, Merck’s Januvia, Novartis’
Promacta, and Vertex’s Kalydeco, Orkambi, Symdeko and Trikafta, and
five development-stage product candidates. For more information,
visit www.royaltypharma.com.
About Minerva Neurosciences
Minerva’s portfolio of compounds includes:
roluperidone (MIN-101), in clinical development for schizophrenia,
and MIN-301, in pre-clinical development for Parkinson’s disease.
Minerva’s common stock is listed on the NASDAQ Global Market under
the symbol “NERV.” For more information, please visit
www.minervaneurosciences.com.
Royalty Pharma Investor Relations and
Communications
+1 (212) 883-2295ir@royaltypharma.com
Minerva Neurosciences Investor Relations
and Corporate Communications
William B. Boni, Vice President, Investor
Relations and Corporate Communications+ 1 (617)
600-7376wboni@minervaneurosciences.com
Royalty Pharma plc’s Forward-Looking
Statements
The information set forth herein does not purport to be complete
or to contain all of the information you may desire. Statements
contained herein are made as of the date of this document unless
stated otherwise, and neither the delivery of this document at any
time, nor any sale of securities, shall under any circumstances
create an implication that the information contained herein is
correct as of any time after such date or that information will be
updated or revised to reflect information that subsequently becomes
available or changes occurring after the date
hereof. This document contains statements that
constitute “forward-looking statements” as that term is defined in
the United States Private Securities Litigation Reform Act of 1995,
including statements that express the company’s opinions,
expectations, beliefs, plans, objectives, assumptions or
projections regarding future events or future results, in contrast
with statements that reflect historical facts. Examples include
discussion of Royalty Pharma’s strategies, financing plans, growth
opportunities and market growth. In some cases, you can identify
such forward-looking statements by terminology such as
“anticipate,” “intend,” “believe,” “estimate,” “plan,” “seek,”
“project,” “expect,” “may,” “will,” “would,” “could” or “should,”
the negative of these terms or similar expressions. Forward-looking
statements are based on management’s current beliefs and
assumptions and on information currently available to the
company. However, these forward-looking statements are not a
guarantee of Royalty Pharma’s performance, and you should not place
undue reliance on such statements. Forward-looking statements are
subject to many risks, uncertainties and other variable
circumstances, and other factors. Such risks and uncertainties may
cause the statements to be inaccurate and readers are cautioned not
to place undue reliance on such statements. Many of these risks are
outside of Royalty Pharma’s control and could cause its actual
results to differ materially from those it thought would occur. The
forward-looking statements included in this document are made only
as of the date hereof. Royalty Pharma does not undertake, and
specifically declines, any obligation to update any such statements
or to publicly announce the results of any revisions to any such
statements to reflect future events or developments, except as
required by law. Certain information contained in this
document relates to or is based on studies, publications, surveys
and other data obtained from third-party sources and Royalty
Pharma’s own internal estimates and research. While Royalty Pharma
believes these third-party sources to be reliable as of the date of
this document, it has not independently verified, and makes no
representation as to the adequacy, fairness, accuracy or
completeness of, any information obtained from third-party sources.
In addition, all of the market data included in this document
involves a number of assumptions and limitations, and there can be
no guarantee as to the accuracy or reliability of such assumptions.
Finally, while the company believes its own internal research is
reliable, such research has not been verified by any independent
source. For further information, please reference
Royalty Pharma’s reports and documents filed with the U.S.
Securities and Exchange Commission (“SEC”) by visiting EDGAR on the
SEC’s website at www.sec.gov.
Minerva Neurosciences’ Forward-Looking
Safe Harbor Statement
This press release contains forward-looking statements which are
subject to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, as amended. Forward-looking
statements are statements that are not historical facts, reflect
management’s expectations as of the date of this press release, and
involve certain risks and uncertainties. Forward-looking statements
include statements herein with respect to the timing and scope of
future clinical trials and results of clinical trials with
roluperidone (MIN-101); the clinical and therapeutic potential of
this compound; the likelihood of successful clinical trials,
regulatory review, future sales and a royalty stream from
seltorexant; the timing and outcomes of future interactions with
U.S. and foreign regulatory bodies; our ability to successfully
develop and commercialize our therapeutic products; the sufficiency
of our current cash position to fund our operations; and
management’s ability to successfully achieve its goals. These
forward-looking statements are based on our current expectations
and may differ materially from actual results due to a variety of
factors including, without limitation, whether roluperidone will
advance further in the clinical trials process and whether and
when, if at all, it will receive final approval from the U.S. Food
and Drug Administration or equivalent foreign regulatory agencies
and for which indications; whether any of our therapeutic products
will be successfully marketed if approved; whether any of our
therapeutic product discovery and development efforts will be
successful; management’s ability to successfully achieve its goals;
our ability to raise additional capital to fund our operations on
terms acceptable to us; and general economic conditions. These and
other potential risks and uncertainties that could cause actual
results to differ from the results predicted are more fully
detailed under the caption “Risk Factors” in our filings with the
Securities and Exchange Commission, including our Quarterly Report
on Form 10-Q for the quarter ended September 30, 2020, filed
with the Securities and Exchange Commission on November 2,
2020. Copies of reports filed with the SEC are posted on
our website at www.minervaneurosciences.com. The forward-looking
statements in this press release are based on information available
to us as of the date hereof, and we disclaim any obligation to
update any forward-looking statements, except as required by
law.
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