Acquisition
May 10 2006 - 2:01AM
UK Regulatory
YM BioSciences completes acquisition of Eximias
- U.S. based Eximias provides YM with seasoned oncology management team
and US $29 million -
MISSISSAUGA, ON, May 9 /CNW/ - YM BioSciences Inc. (AMEX:YMI, TSX:YM,
AIM:YMBA) today announced it has completed the acquisition of Eximias
Pharmaceutical Corporation (Berwyn, Pennsylvania), a privately-held
pharmaceutical company engaged in the acquisition, development and
commercialization of products for the treatment of cancer and cancer-related
disorders.
As a result of the transaction, YM gains more than US $29 million in cash
and a seasoned oncology management team. Eximias will become a wholly-owned
subsidiary of YM named YM BioSciences USA and will serve as the Company's base
of operations in the United States. Ms. Gail Schulze, President and CEO of
Eximias, will become President of YM BioSciences and CEO of the US subsidiary.
"This transaction expands YM capabilities for the development and
commercialization of its products currently in clinical development and
establishes a presence for YM in the USA, particularly within the oncology and
financial communities. In addition, with the closing of this transaction, YM's
working capital will exceed US $75 million, the most robust balance sheet in
our Company's history," said David Allan, Chairman and CEO of YM BioSciences.
"This will ensure YM is well positioned for the prospect of the clinical and
regulatory success of tesmilifene without necessarily having to rely solely on
a partner for its commercialization."
Upon closing of the transaction YM BioSciences issued to the Eximias
shareholders common shares priced at approximately US $5.75 in consideration
for their shares and the accompanying working capital of approximately
$29 million in Eximias. In addition YM BioSciences issued to the Eximias
shareholders approximately 540,000 shares in recognition of the value of the
organization. YM's common shares were issued at the volume weighted average
price for the five-day period prior to the closing of the transaction.
"Eximias has substantial synergies with YM BioSciences. Our combined
expertise and resources will significantly augment YM's ability to execute
additional clinical programs and to move its products into commercialization,"
said Gail Schulze, President and CEO of Eximias. "The regulatory,
commercialization and marketing experience within Eximias is extensive. Our
team members have contributed to the successful development, approval or
marketing of more than twenty marketed pharmaceutical products."
Since its inception in 1998, Eximias has been supported by leading
venture capital firms including New Enterprise Associates, Cross Atlantic
Partners, Quaker BioVentures, OrbiMed Advisors, Caisse de Depot et Placements,
VantagePoint Venture Partners and the Ontario Teachers' Pension Plan.
Changes to YM's Board of Directors and Management Team
The current management team of YM BioSciences will remain in place and
will expand to include senior members of the Eximias management team who bring
capabilities in clinical, regulatory, marketing, manufacturing and corporate
development. Mr. David Allan will continue as Chairman and CEO of YM
BioSciences and several appointments will be made to YM's Board of Directors
and management team, including:
Dr. James Barrett, currently a member of the Eximias Board of Directors,
will join YM's Board of Directors. Dr. Barrett is a General Partner at New
Enterprise Associates, a leading venture capital firm, where he specializes in
biotechnology and other healthcare investments. Dr. Barrett is a director on
the boards of GlycoMimetics, Inc., Inhibitex, Inc., Iomai Corporation,
MedImmune, Inc., Peptimmune, Pharmion, Inc. and Targacept, Inc.
Ms. Gail Schulze, currently President and CEO of Eximias, will become
President of YM BioSciences and CEO of YM BioSciences USA and will join YM's
Board of Directors. Ms. Schulze has more than 25 years of pharmaceutical
industry experience. Prior to joining Eximias, she was Chief Operating Officer
of Aventis Behring, one of the world's leading pharmaceutical companies. She
joined Aventis Behring as Senior Executive Vice President and Chief Marketing
Officer in 1997 and became COO in 2001. Ms. Schulze received a BS in
Psychobiology from the University of California, was an NIH Fellow in
Neurophysiology at the University of Wisconsin and received an MBA from
Stanford's Graduate Schoolof Business.
Dr. Lisa DeLuca will serve as Vice-President of Regulatory Affairs. Dr.
DeLuca has more than 15 years of experience in the pharmaceutical industry,
including her role as Director of Regulatory Affairs at AstraZeneca where she
was responsible for the regulatory launch of IRESSA(R). She has also held
regulatory positions at Centocor and Wyeth and drug discovery positions at
SmithKline Beecham (now GlaxoSmithKline) and The Upjohn Company (now Pfizer,
Inc.). Dr. DeLuca received a PhD in biochemistry from the University of
Toledo.
Mr. John Bennett will serve as Vice-President of Corporate Development.
Mr. Bennett has more than 19 years of business development corporate finance
experience in the pharmaceutical industry. Prior to Eximias, he served as
Senior Vice President, Business Development at Aventis Behring and held a
similar position at Rhone-Poulenc Rorer. Mr. Bennett is a Certified Public
Accountant and holds a Bachelor of Science degree in Accounting from St.
Joseph's University.
Mr. Scott Jackson will serve as Vice-President of Marketing. Mr. Jackson
has more than 17 years of marketing and sales experience in the pharmaceutical
and biopharmaceutical industries. Mr. Jackson was Senior Director, Oncology
and Infectious Diseases at Centocor (Johnson and Johnson) and held commercial
positions of increasing responsibility at ImClone Systems Incorporated,
SmithKline Beecham and Eli Lilly & Co. Mr. Jackson holds a BS in Pharmacy from
the Philadelphia College of Pharmacy and Science and an MBA from the
University of NotreDame.
Mr. Gary Floyd will serve as Vice-President of Operations. Mr. Floyd is a
seasoned executive with an extensive background in the global pharmaceutical
industry. He served as President of Pharmavene LLC, a pharmaceutical
consulting firm. Prior to this, he was Senior Vice President, Worldwide
Logistics and Procurement at Aventis Behring where he was responsible for
Supply Chain Management of the company's global business. He also held senior
positions in manufacturing, information systems, and sales and marketing at
Aventis Behring and its predecessor companies.
Mr. James Updike will serve as Vice-President and General Manager, DELEX
Therapeutics, reporting to Diana Pliura, CEO of DELEX. Mr. Updike brings over
17 years experience in the areas of business development, sales and marketing.
Prior to Eximias, Mr. Updike was a Senior Director of Global Business
Development for Wyeth Pharmaceuticals and held positions with R.P. Scherer
Corporation, Hoffman La Roche and G.D. Searle Company. Mr. Updike's
undergraduate degree is a Bachelor of Science from the University of Richmond
and an MBA from The American University.
The YM common shares to be offered to Eximias stockholders pursuant to
the transactions have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Act"), and may not be offered
or sold in the United States in the absence of registration or an applicable
exemption from the registration requirements of the Act.
Conference Call Notice
YM BioSciences will be holding a conference call for Analysts and
Portfolio Managers to discuss the merger agreement on Wednesday, May 10, 2006
from 8:00am EST. To participate in the conference call, dial 1-800-218-0204.
The conference call will also be audio cast live and archived for 90 days at
www.ymbiosciences.com.
About YM BioSciences
YM BioSciences Inc. is a cancer product development company. Its lead
drug, tesmilifene, is a small molecule chemopotentiator currently undergoing a
700-patient pivotal Phase III trial in metastatic and recurrent breast cancer.
Published results from tesmilifene's first Phase III trial in the same
indication demonstrated a substantial increase in survival for women treated
with the combination of tesmilifene and chemotherapy compared to chemotherapy
alone, demonstrating that tesmilifene significantly enhanced the therapeutic
effect of chemotherapy.
In addition to tesmilifene, YM is developing nimotuzumab, a humanized
monoclonal antibody targeting the EGF receptor that has shown activity in a
number of tumor types and which has demonstrated a superior side-effect
profile compared to similar agents. The Company is also developing
AeroLEF(TM), a unique inhalation delivered formulation of the established
drug, fentanyl, to treat acute pain including cancer pain. This product has
completed a Phase IIa trial with positive results and a randomized Phase IIb
pain trial has been initiated. YM also has an anti-GnRH anti-cancer vaccine,
Norelin(TM), for which Phase II data have been released and a broad portfolio
of preclinical compounds shown to act as chemopotentiators while protecting
normal cells.
Except for historical information, this press release may contain
forward-looking statements, which reflect the Company's current expectation
regarding future events. These forward-looking statements involve risk and
uncertainties, which may cause but are not limited to, changing market
conditions, the successful and timely completion of clinical studies, the
establishment of corporate alliances, the impact of competitive products and
pricing, new product development, uncertainties related to the regulatory
approval process and other risks detailed from time to time in the Company's
ongoing quarterly and annual reporting.
For further information: Enquiries: Thomas Fechtner, The Trout Group
LLC, Tel. (212) 477-9007 x31, Fax (212) 460-9028, Email:
tfechtner(at)troutgroup.com; James Smith, the Equicom Group Inc., Tel.
(416) 815-0700 x 229, Fax (416) 815-0080, Email: jsmith(at)equicomgroup.com
(YMBA)
END
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