About This Deal

Akebia Therapeutics acquired Keryx Biopharmaceuticals, Inc. for All-stock merger of equals; implied pro forma equity value of approximately $1.3 billion (based on Keryx and Akebia closing prices on June 27, 2018, assuming full conversion of Keryx's convertible notes). No cash consideration except cash in lieu of fractional shares., a transaction completed in December 2018, structured as all stock — each Keryx share converted into 0.37433 of a share of Akebia common stock; combined-company ownership of 49.4% for Akebia holders and 50.6% for Keryx holders on a fully diluted basis. The deal was a Merger.

Keryx Biopharmaceuticals, Inc. operates in Kidney disease / nephrology biopharmaceuticals, is based in Boston, Massachusetts, USA. Akebia combined with Keryx Biopharmaceuticals in an all-stock merger of equals, with Keryx becoming a wholly owned subsidiary of Akebia and Akebia surviving as the combined company (still named Akebia Therapeutics, Inc.). The transaction was structured through Alpha Therapeutics Merger Sub, Inc., which merged into Keryx. It consolidated Keryx's FDA-approved oral CKD product Auryxia (ferric citrate) with Akebia's investigational Phase 3 oral HIF-PHI candidate vadadustat under one renal-focused company.

Management framed the deal as creating a fully integrated, renal-focused company able to capture operating and product-portfolio synergies, accelerate revenue growth, and offer therapeutic options across all stages of chronic kidney disease. The combination paired a marketed product (Auryxia) with a late-stage pipeline asset (vadadustat) and the commercial infrastructure to launch it.

Auryxia was the only oral iron tablet approved in the U.S. for both hyperphosphatemia in dialysis-dependent CKD and iron deficiency anemia in non-dialysis-dependent CKD, giving the combined company an approved, revenue-generating renal product plus commercial infrastructure. Combined company expected to capture significant operating and product-portfolio synergies, accelerating revenue growth and building launch momentum for vadadustat in the U.S. (subject to FDA approval). Combined company retained the Akebia Therapeutics, Inc. name; John P. Butler (Akebia CEO) led the combined company and Jason A. Amello (Akebia CFO) served as CFO, while Keryx appointed the Chairperson of the Board.

Deal Terms

Acquirer
Akebia Therapeutics
Target
Keryx Biopharmaceuticals, Inc.
Value
All-stock merger of equals; implied pro forma equity value of approximately $1.3 billion (based on Keryx and Akebia closing prices on June 27, 2018, assuming full conversion of Keryx's convertible notes). No cash consideration except cash in lieu of fractional shares.
Date
December 2018
Type
Merger
Status
Ready

Transaction Details

Target HQ
Boston, Massachusetts, USA
Segment
Kidney disease / nephrology biopharmaceuticals
Structure
All stock — each Keryx share converted into 0.37433 of a share of Akebia common stock; combined-company ownership of 49.4% for Akebia holders and 50.6% for Keryx holders on a fully diluted basis
Announced
June 28, 2018
Closed
December 12, 2018
Synergies
Combined company expected to capture significant operating and product-portfolio synergies, accelerating revenue growth and building launch momentum for vadadustat in the U.S. (subject to FDA approval).

In Their Words

The strategic and financial drivers of this merger are compelling. The combined company will have an expanded and highly complementary nephrology portfolio, with Auryxia, a product with significant growth opportunity, and vadadustat, an investigational late-stage HIF-PHI that has the potential to provide a new oral standard of care to patients with anemia due to CKD.John P. Butler, President and Chief Executive Officer, Akebia Therapeutics
Bringing Keryx together with Akebia represents a unique, value-enhancing opportunity for stakeholders of both companies. Akebia shareholders gain access to the only oral iron tablet approved in the United States to treat dialysis dependent CKD patients for hyperphosphatemia and non-dialysis dependent CKD patients for iron deficiency anemia.Jodie Morrison, Interim Chief Executive Officer, Keryx Biopharmaceuticals

Advisors

Advisory firms were not disclosed for this transaction.

Related Deals & Entities

Sources: Press release ↗ · SEC filing ↗

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