Celgene to Acquire San Diego’s Receptos for $7.2B in Cash

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[Updated 7/14/15 5:15 pm. See below.] Drug maker Celgene (NASDAQ: [[ticker:CELG]]), based in Summit, NJ, has agreed to acquire San Diego-based Receptos (NASDAQ: [[ticker:RCPT]]) in a cash deal valued at $7.2 billion, the two companies announced today.

Receptos, founded in 2009 and headed by CEO Faheem Hasnain since 2010, has been developing drugs that target the spaghetti-like structures on the surface of cells known as G-protein coupled receptors. The deal is expected to enhance Celgene’s portfolio in inflammation and immunology drugs, which has one approved product, apremilast (Otezla) for psoriasis and psoriatic arthritis.

[Updated with comments from conference call] Shares of Receptos climbed to $228.20 in after-market trading, gaining slightly more than $21 a share or 10 percent. Celgene is paying a 41 percent premium over Receptos’s closing price on March 31, when reports of takeover interest in the San Diego biotech first surfaced on Bloomberg.

In a late-afternoon conference call with investors and analysts, Celgene’s top executives focused in particular on the potential value of Receptos’s leading drug candidate, ozanimod, which has begun late-stage trials for treating both ulcerative colitis and relapsing multiple sclerosis.

Although MS trial data is not expected until 2017 (and not until 2018 for ulcerative colitis data), Celgene chairman and CEO Bob Hugin said ozanimod is a potential multi-billion dollar drug, with projected peak sales of $4 billion to $6 billion. Hugin and other Celgene executives said ozanimod is significantly differentiated from existing drugs for MS and inflammatory bowel disorders, and so far appears to be safe and highly selective.

As a result, Celgene raised its financial targets, saying total net product sales by 2020 should exceed $21 billion, up from the previous target of $20 billion. Celgene also raised its projected earnings per share for 2020 from $12.50 to more than $13.

News of the deal comes just weeks after Celgene reached a billion-dollar partnership with Seattle’s Juno Therapeutics (and its technology for engineering T cells to fight cancer) and announced plans to buy back as much as $4 billion worth of Celgene shares. In April, Celgene agreed to pay AstraZeneca $450 million for rights to MEDI4736, a so-called checkpoint inhibitor drug targeting certain blood cancers.

If that sounds aggressive, Celgene isn’t backing off.

“We have been extremely fortunate to have the ability to act on opportunities for sustained and enhanced long-term growth,” Hugin told analysts during the call. He later said, “We look to build Celgene where we can create value,” Hugin added, saying at another point, “The price we paid is very fair value.”

CFO Peter Kellogg noted that the Juno and AstraZeneca deals were both done with “offshore cash,” referring to cash generated from overseas sales (not subject to U.S. tax) and are held in overseas accounts.

Celgene plans to close the Receptos deal by the end of September, using a combination of cash and debt.

Hugin and Kellogg also noted that Celgene’s financial performance during the first half of 2015 was outstanding across the board, with strong improvements in revenue, margins, and operational excellence.

Celgene is scheduled to report its second-quarter financial results on July 23, but today disclosed preliminary net product sales of $2.25 billion for the quarter. Analysts had projected an average of $2.24 billion, according to Bloomberg News. Preliminary earnings for the quarter increased to $1.23 a share (from 90 cents); well beyond analysts’ estimated $1.13 per share average.

Author: Bruce V. Bigelow

In Memoriam: Our dear friend Bruce V. Bigelow passed away on June 29, 2018. He was the editor of Xconomy San Diego from 2008 to 2018. Read more about his life and work here. Bruce Bigelow joined Xconomy from the business desk of the San Diego Union-Tribune. He was a member of the team of reporters who were awarded the 2006 Pulitzer Prize in National Reporting for uncovering bribes paid to San Diego Republican Rep. Randy “Duke” Cunningham in exchange for special legislation earmarks. He also shared a 2006 award for enterprise reporting from the Society of Business Editors and Writers for “In Harm’s Way,” an article about the extraordinary casualty rate among employees working in Iraq for San Diego’s Titan Corp. He has written extensively about the 2002 corporate accounting scandal at software goliath Peregrine Systems. He also was a Gerald Loeb Award finalist and National Headline Award winner for “The Toymaker,” a 14-part chronicle of a San Diego start-up company. He takes special satisfaction, though, that the series was included in the library for nonfiction narrative journalism at the Nieman Foundation for Journalism at Harvard University. Bigelow graduated from U.C. Berkeley in 1977 with a degree in English Literature and from the Columbia University Graduate School of Journalism in 1979. Before joining the Union-Tribune in 1990, he worked for the Associated Press in Los Angeles and The Kansas City Times.