30 May 2013

Stephenson Harwood advises BTG Plc on $220 million acquisition

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International law firm Stephenson Harwood LLP has advised BTG plc, a FTSE-250 international specialist pharmaceutical company, on its $220 million (£147 million) acquisition of EKOS Corporation (EKOS), an interventional vascular business, headquartered in Seattle, US. In what has been a very important day for BTG plc, the company has also agreed to buy the targeted therapies division of Nordion Inc for $200 million (£133 million), and undertaken a £100 million cashbox placing, highlighting significant expansion for the company within the global pharmaceutical market.

EKOS owns, manufactures and distributes EkoSonic Endovascular System (EkoSonic), a medical device used to treat severe blood clots. EkoSonic is cleared for use in the US and EU. The agreement to buy EKOS was reached on a debt free cash free basis for an initial cash consideration of approximately $180 million (£120 million) and up to $40 million (£27 million) in future milestone payments.

The current standard treatment for severe blood clots prevents additional clots but does not reduce the existing clot. EkoSonic uses ultrasound to thin and loosen fibrin strands (the outer shell of the clot), allowing for greater penetration of the thrombolytic drug into the clot. This facilitates a faster procedure and treatment time, as well as being able to reach difficult to reach clots and completely dissolving obstructing clots.

BTG plc also agreed to buy the targeted therapies division of Nordion Inc, in a deal that adds radioactive glass beads treatment for liver cancer to its existing chemotherapy beads unit.

Commenting on the EKOS acquisition, Andrew Edge, partner in the corporate group at Stephenson Harwood LLP, said "Today has been an extremely significant day for BTG plc. The combination of two significant acquisitions and a large equity fundraising enhance BTG's position as a global specialist pharmaceutical company. The public biotech and speciality pharmaceuticals sector in the UK has encountered many problems, with most companies failing to achieve their stated goals. BTG is one of a small number of success stories, with a market capitalisation of over £1 billion."

"The challenges of co-ordinating acquisitions on the West Coast of the US and the East Coast of Canada and a fundraising in the UK were significant for the legal, banking and management teams in terms of legal and stock exchange issues, logistics and maintaining confidentiality. Pragmatism and flexibility were required on all sides."

"We look forward to continuing to support BTG plc in their future growth."

Stephenson Harwood provided the full range of transactional advice, including aspects on corporate, competition and IP issues. The Stephenson Harwood team was led by Andrew Edge, corporate partner, with Alexandra Pygall, IP partner, Marta Garcia, competition partner, and associates Rob Jacob and Tom Finden. The Stephenson Harwood team worked alongside David Glazer and Kevin Grant from the Princeton Office of Morgan Lewis for BTG plc. Laura Medina and Alan Hambelton from the Seattle office of Cooley LLP acted for EKOS. Richard Browne of Allen & Overy acted for BTG plc in relation to the Nordion acquisition and the cashbox placing. Mark Austin of Freshfields acted for JP Morgan Cazenove in relation to the placing. Paul Mussenden, BTG plc General Counsel, was heavily involved in all aspects of the transactions.

In November 2010, Stephenson Harwood LLP also advised BTG plc, on its £177m all-share offer for Biocompatibles International plc. It was this acquisition which gave BTG plc its chemotherapy beads unit.

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Andrew Edge

Andrew Edge
Partner

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