Pfizer’s $11.4 Billion Array BioPharma Acquisition: Details About The Deal You Should Know

By Amit Chowdhry • Jun 23, 2019
  • Pfizer announced recently that it acquired biopharmaceutical company Array BioPharma for $11.4 billion
  • These are the details about the deal you should know

This past week, Pfizer announced it is acquiring commercial-stage biopharmaceutical company Array BioPharma in a transaction valued at $48 per Array share in cash for a total enterprise value of about $11.4 billion.

Array is known for focusing on the discovery, development, and commercialization of targeted small molecule medicines in order to treat cancer and other diseases. The boards of directors of both companies approved of the merger.

Array’s portfolio includes the approved combined use of BRAFTOVI (encorafenib) and MEKTOVI (binimetinib) for the treatment of BRAFV600E or BRAFV600K mutant unresectable or metastatic melanoma.

The combination therapy has the potential for long-term growth via expansion into additional areas of unmet need and is currently being investigated in over 30 clinical trials across several solid tumor indications including the Phase 3 BEACON trial in BRAF-mutant metastatic colorectal cancer (mCRC).

Pfizer pointed out that colorectal cancer is the third most common type of cancer in men and women in the U.S. And an estimated 140,250 patients were diagnosed with cancer of the colon or rectum in 2018. And approximately 50,000 are estimated to die of their disease each year.

“Today’s announcement reinforces our commitment to deploy our capital to bring breakthroughs that change patients’ lives while creating shareholder value,” said Pfizer CEO Albert Bourla in a statement about the deal earlier this week. “The proposed acquisition of Array strengthens our innovative biopharmaceutical business, is expected to enhance its long-term growth trajectory, and sets the stage to create a potentially industry-leading franchise for colorectal cancer alongside Pfizer’s existing expertise in breast and prostate cancers.”

Along with the combination therapy for BRAF-mutant metastatic melanoma, Array also brings a broad pipeline of targeted cancer medicines in development as well as a portfolio of out-licensed potentially best-in-class medicines — which are expected to generate significant royalties over time.

“We are incredibly proud that Pfizer has recognized the value Array has brought to patients and our remarkable legacy discovering and advancing molecules with great potential to impact and extend the lives of patients in critical need,” added Array CEO Ron Squarer. “Pfizer shares our commitment to patients and a passion for advancing science to develop even more options for individuals with unmet needs. We’re excited our team will have access to world-class resources and a broader research platform to continue this critical work.”

Earlier this year, Array announced results from the interim analysis of the Phase 3 BEACON mCRC trial: The second-or-third-line treatment with the BRAFTOVI triplet combination (BRAFTOVI + MEKTOVI + cetuximab) showed significant improvement in overall response rate and overall survival compared to the control group thus reducing the risk of death by 48%. And the triplet combination could be the first chemotherapy-free targeted regimen for patients with BRAF-mutant mCRC. Array is planning to submit this data for regulatory review in the US in the second half of 2019.

“We are very excited by Array’s impressive track record of successfully discovering and developing innovative small-molecules and targeted cancer therapies,” explained Pfizer chief scientific officer and president of Worldwide Research, Development, and Medical Mikael Dolsten. “With Array’s exceptional scientific talent and innovative pipeline, combined with Pfizer’s leading research and development capabilities, we reinforce our commitment to advancing the most promising science, regardless of whether it is found inside or outside of our labs.”

Following the close of the transaction, Array’s employees will join Pfizer and will continue to be located in Cambridge, Massachusetts and Morrisville, North Carolina along with Boulder, Colorado — which is becoming part of Pfizer’s Oncology Research & Development network in addition to La Jolla, California and Pearl River, New York.

Pfizer is expecting to finance the majority of the transaction with debt and the balance with existing cash. And the acquisition is expected to be completed in the second half of 2019.

And Pfizer’s financial advisors for the transaction were Guggenheim Securities, LLC, and Morgan Stanley & Co. LLC while Wachtell, Lipton, Rosen & Katz acting as the legal advisor. And Centerview served as Array’s exclusive financial advisor while Skadden, Arps, Slate, Meagher & Flom LLP served as its legal advisor. According to Global Legal Chronicle, Skadden had advised Array with M&A partners Graham Robinson, Laura Knoll, and associate Chadé Severin; antitrust and competition partners Maria Raptis and Frederic Depoortere; executive compensation and benefits partner Erica Schohn and counsel Young Park; tax partner Moshe Spinowitz; and IP and Technology counsel Ken Kumayama.

Array’s pipeline includes several additional programs being advanced by Array or current license-holders including these programs currently in registration trials: selumetinib (partnered with AstraZeneca), LOXO-292 (partnered with Eli Lilly), ipatasertib (partnered with Genentech), tucatinib (partnered with Seattle Genetics) and ARRY-797. Vitrakvi (larotrectinib, partnered with Bayer AG) is approved in the US and Ganovo (danoprevir, partnered with Roche) is approved in China.