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Actelion/Axovan: Acquisition Through Earnout

Executive Summary

Acquiring compatriot Axovan was Actelion's only option to access Phase II endothelin receptor antagonist (ERA) clazosentan; a licensing deal would have left Axovan with too little to remain a standalone company. But the CHF 252 million ($191 million) deal still makes sense for Actelion: the company's initial financial exposure is just CHF 40 million, with most of the remaining deal value linked to milestones. Actelion gains access to a late-stage compound it knows well, that fits perfectly within its own ERA-focused portfolio. Furthermore, it beefs up its R&D and bolsters its preclinical pipeline, all for little more than it would have had to pay for clazosentan alone. Axovan puts its lead compound in the hands of a partner with a proven track record in ERA development and commercialization.

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