It took several bids and months of back-and-forth negotiations, but CDMO Future Pak finally secured its long-sought buyout of HIV-focused drug maker Theratechnologies.
The companies inked a deal stipulating a sale for a total consideration of up to $254 million, including contingent value right (CVR) payments linked to certain sales milestones.
The agreement, including maximum CVR payments, represents a 216% premium to Theratechnologies’ closing price on April 10, the date prior to the announcement of Future Pak’s most recent buyout proposal. The CVR chunk of the deal is tied to the performance of Theratechnologies’ marketed HIV treatment Trogarzo and its Egrifta, which is the only FDA-approved treatment for HIV-related excess visceral abdominal fat.
By snapping up Theratechnologies and its HIV portfolio, Future Pak can “expand our reach, drive further growth and enhance patient access,” Chief Growth Officer Nirav Patel said in a statement.
“We are excited to take this next step with Theratechnologies and look forward to unlocking its full potential, while maintaining a steadfast focus on patient care, quality and a continuous supply of product to the market," Patel added.
The acquisition, which Patel calls a “watershed moment” for Future Pak, comes after a tenacious pursuit of Theratechnologies.
In April, Future Pak announced that it had submitted two formal proposals to take on the company since January, with its most recent bid representing a total enterprise value of up to $255 million. The company at the time disclosed that it had received “minimal engagement” from Theratechnologies, leaving the latter company to set the record straight in its own April update.
According to Theratechnologies, its history with Future Pak dates back to August 2024, when an initial unsolicited proposal was turned down after Theratechnologies’ board deemed the $100 million offer “not attractive.”
The next offer from Future Pak, which came in January of this year, “could not be entertained," according to Theratechnologies, because the firm was already under an exclusivity agreement with another unnamed potential acquirer.
Now, with Montreal-based Theratechnologies’ board and the special committee it established for its sale process both unanimously finding the Future Pak deal in the best interest of the company, the transaction is expected to close during the fourth quarter of this year. The deal requires approvals from the company's shareholders and the Superior Court of Quebec.
Future Pak will fund the deal through a combination of cash on hand and debt financing, having already confirmed a debt commitment letter from its lenders for a $220 million credit facility.
After scoring FDA approval for a new Egrifta formulation in March, Theratechnologies garnered revenues of $19 million during the first quarter of this year, representing a 17% jump compared with the same period in the prior year.