The deal is valued at around $647m on an enterprise basis, including debt obligations expected to be assumed or repaid net of cash.
As per terms of the deal, Covis will purchase all the outstanding shares of AMAG by paying $13.75 per share in cash, representing a premium of around 46% to the closing price of AMAG’s common stock on 30 September.
Based in Waltham of Massachusetts, AMAG is engaged in the development of advanced medicines for complex health conditions across a range of therapeutic areas.
AMAG CEO Scott Myers said: “In the beginning of 2020, AMAG announced that the company had undertaken a strategic review of our product portfolio and strategy, the guiding principles of which included driving near- and long-term profitability and enhancing shareholder value.”
AMAGs’ product portfolio is comprised of Makena ((hydroxyprogesterone caproate injection) and Feraheme (ferumoxytol injection) for intravenous (IV) use.
Makena is a progestin designated to minimise the risk of preterm birth in women with a singleton pregnancy who have a history of singleton spontaneous preterm birth.
Feraheme is designated to treat iron deficiency anaemia (IDA) in adult patients who have an intolerance to oral iron or have had unsatisfactory response to oral iron, as well as who have chronic kidney disease (CKD).
Covis CEO Michael Porter said: “Through this combination, we believe we will be able to unlock value for all of our stakeholders, employees and patients through the effective and efficient management of these products, coupled with our two companies’ longstanding commitment to expanding patient access to therapy and putting patient interests first.”
Subject to customary closing conditions, the deal is expected to be completed in November this year.
Goldman Sachs is serving as an exclusive financial advisor, while Goodwin Procter is acting as legal advisor to AMAG for the transaction. Paul, Weiss, Rifkind, Wharton and Garrison is serving as legal advisor to Covis.
In December 2018, AMAG Pharmaceuticals announced the acquisition of US-based private biopharmaceutical firm Perosphere Pharmaceuticals.