The deal will give J&J’s Janssen unit full global rights to nipocalimab, an anti-FcRn antibody that was designed to target a number of autoantibody-driven conditions, such as Myasthenia Gravis and other serious diseases. Janssen said it expects nipocalimab will help it achieve above-market growth and hit significant peak year sales (some of which could exceed $1 billion).
“This acquisition broadens Janssen’s leadership in autoimmune diseases and provides us with a major catalyst for sustained growth. Autoantibody-driven diseases are often serious, and patients are underserved by current treatment options,” Jennifer Taubert, executive vice president, worldwide chairman, pharmaceuticals, Johnson & Johnson, said. “We’re excited by the opportunity to further advance patient care by combining Johnson & Johnson’s world-class R&D, commercial and supply chain capabilities with Momenta’s talented people, pipeline and deep expertise in this important area.”
In addition, all of Momenta’s employees will move over to Janssen and Janssen will acquire Momenta’s pipeline of clinical and pre-clinical assets. The acquisition, J&J said, was driven by the potential opportunity of nipocalimab.
“Nipocalimab, and the rest of Momenta’s pipeline, built over many years by outstanding scientists who have turned important insights into actionable biology, expands and complements our portfolio by giving us clinical-stage and discovery-stage compounds in autoantibody biological pathways. Combining Momenta’s discoveries with our 20-year heritage in immunology, global scope, and scientific and medical expertise, we see a real opportunity to create an entire ‘pipeline in a pathway,'” Mathai Mammen, global head of Janssen research & development, Johnson & Johnson, said. “We are excited about the significant potential to expand on Momenta’s excellent progress in rare diseases, and to increase our impact on patients both within and beyond our current focus areas.”
Janssen said it plans to retain Momenta’s location in Cambridge, Massachusetts. The new site will increase J&J’s existing capabilities in the greater Boston area.
Under terms of the deal, Virgor Sub Inc., a newly-created, wholly-owned subsidiary of J&J, will start putting together a tender offer to buy all of the outstanding shares of Momenta for $52.50 per share. Assuming the tender offer closes, J&J will acquire any shares of Momenta not tendered into the tender offer through a merger of Virgor Sub with and into Momenta for the same per-share consideration.
The deal is expected to close in the second half of 2020.