The Life Sciences team advised Xeris Pharmaceuticals, Inc. (Nasdaq: XERS) on its definitive agreement to acquire Strongbridge Biopharma plc (Nasdaq: SBBP) for stock and contingent value rights (“CVRs”). The agreement, including the maximum aggregate amount payable under the CVRs, values Strongbridge at approximately $267 million based on the closing price of Xeris common stock of $3.47 on May 21, 2021 and Strongbridge’s fully diluted share capital.
Xeris is a pharmaceutical company leveraging its novel formulation technology platforms to develop and commercialize ready-to-use injectable drug formulations.
Strongbridge is a global commercial-stage biopharmaceutical company focused on the development and commercialization of therapies for rare diseases with significant unmet needs.
Upon close of the transaction, the businesses of Xeris and Strongbridge will be combined under a new entity to be called Xeris Biopharma Holdings, Inc. Upon close of the transaction, current Xeris shareholders are expected to own approximately 60% of the combined company, while current Strongbridge shareholders are expected to own approximately 40%.
The Goodwin team was led by Joseph Theis and Andrew Goodman, and included James Matarese, Stephanie Richards, Nisha Kapur Siedor, Christopher Huntsman and Stephanie Barbanell (Corporate, Public M&A); Paul Jin, Kirby Lewis, and Brady Cummins (Antitrust); Mark Smith (Debt); Nathan Brodeur (Environmental); Caroline H. Bullerjahn (Litigation); Sarah Bock and Monica Patel (Executive Compensation); Jennifer Fay and Caroline Galiatsos (Employment); Catherine McCarty and Stephen P. Waters Ph.D. (Intellectual Property); Jacqueline Klosek and Alex Intile (Data, Privacy, and Cybersecurity); and Daniel Karelitz and Gregg Coughlin (Tax).
For more details, read the press release.