Annuncio • Jan 26

Kyowa Kirin Co., Ltd. (TSE:4151) completed the acquisition of Orchard Therapeutics plc (NasdaqCM:ORTX) from RA Capital Management, L.P., Deep Track Capital, LP, Zentree Investment Management Pte. Ltd. and others.

Kyowa Kirin Co., Ltd. (TSE:4151) entered into a Transaction Agreement to acquire Orchard Therapeutics plc (NasdaqCM:ORTX) from RA Capital Management, L.P., Deep Track Capital, LP, Zentree Investment Management Pte. Ltd. and others for approximately $370 million on October 5, 2023. Under the terms of agreement, Kyowa Kirin will acquire Orchard Therapeutics for $16.00 per American Depositary Share (ADS) in cash (approximately $387.4 million, or ¥57.3 billion), under which Orchard shareholders will hold an additional contingent value right (CVR) of $1.00 per ADS. An additional $1.00 CVR will be paid for a total of $17.00 per ADS, or approximately $477.6 million (¥70.7 billion) if the conditions are met. In connection with the transaction, a non-transferable CVR will be distributed to Orchard Therapeutics shareholders. Holders of the CVR will be entitled to receive a cash payment of $1.00 per ADS related to the approval of OTL-200 for the treatment of MLD in the U.S. as defined in the CVR Agreement. Warrants outstanding as of the date of the Transaction Agreement will continue to be satisfied in accordance with their terms. Pursuant to the Transaction Agreement, at the effective time of the Scheme of Arrangement (the “Effective Time”), all voting and non-voting ordinary shares of the Company, each with a nominal value of £0.10 per share (“Company Ordinary Shares”), issued and outstanding as of the Effective Time will be transferred to Purchaser and/or its Nominee, and the holders of Company Ordinary Shares will have the right to receive (a) $16.00 in cash, without interest, per American Depositary Share (“ADS”), each representing 10 Company Ordinary Shares (or $1.60 in cash, without interest, per Company Ordinary Share (the “Cash Consideration”)), plus (b) 10 contractual contingent value rights (each, a “CVR”) per ADS, which each represent the right to receive a contingent payment of $0.10 in cash (or one CVR per Company Ordinary Share), without interest, if a certain milestone is achieved, pursuant to the Contingent Value Rights Agreement (the “CVR Agreement”) to be entered into between Purchaser and a rights agent mutually agreeable to the Company and Purchaser (the “Rights Agent”) in connection with the completion of the Transaction. Following the completion of the acquisition, Orchard Therapeutics will become a wholly-owned subsidiary of Kyowa Kirin. We anticipate Orchard Therapeutics will maintain its current name given its recognition among the patient and physician communities we serve with the potential for some adjustments to our corporate brand identity and positioning post-closing to more closely align with Kyowa Kirin. Employees will continue to be employed by the same legal entity that you are today, and the entity will become wholly owned by Kyowa Kirin on the completion date of the acquisition. Under the Transaction Agreement, the Company will be required to make a cash payment to Purchaser equal to $3,860,000 if the Transaction Agreement is terminated in certain circumstances, including (1) in the circumstances described in clauses (a), (b), (c) and (d) in the preceding paragraph; (2) if the Company terminates the Transaction Agreement in order to enter into a definitive agreement providing for a “superior proposal” (3) if the Transaction has not been consummated by the End Date. The Company will reimburse expenses of $3,000,000 to Purchaser if the Transaction Agreement is terminated because (1) Company shareholders do not approve the Transaction at the applicable shareholder meetings or (2) the Court declines or refuses to sanction the Scheme of Arrangement.The respective obligations of the Company and Purchaser to consummate the Transaction are subject to the satisfaction or waiver of a number of customary conditions, including: (1) approval by the Company shareholders of the Scheme of Arrangement and the passing of the Company Shareholder Resolutions; (2) all required consents and expirations or terminations of waiting periods be obtained or have occurred; (3) compliance by the other party in all material respects with such other party’s obligations under the Transaction Agreement; (4) accuracy of the other party’s representations and warranties, subject to certain materiality standards set forth in the Transaction Agreement; (5) sanction of the Scheme of Arrangement by the High Court of Justice of England and Wales (the “Court”); (6) the absence of any law or order prohibiting consummation of the Transaction; and (7) the execution of the CVR Agreement. The Company’s Board of Directors (the “Board”), acting upon the recommendation of a transaction committee of the Board, has unanimously resolved (i) that the entry into the Transaction Agreement, and the implementation of the Transaction and Scheme of Arrangement is fair to the Company and the Company shareholders and likely to promote the success of the Company for the benefit of the Company shareholders as a whole, (ii) to approve the execution, delivery and performance of the Transaction Agreement and the consummation of the transactions contemplated thereby, including the Transaction and the Scheme of Arrangement, (iii) to unanimously recommend to the Company shareholders to vote to approve the Scheme of Arrangement at the meetings and pass the special resolution to amend the Company’s organizational documents and approve such other matters as may be necessary to facilitate the implementation of the Transaction and/or the Scheme of Arrangement (the “Company Shareholder Resolutions”) at the general meeting of the Company shareholders and (iv) to submit the Scheme of Arrangement for approval by the Company shareholders. As of December 8, 2023, The closing of the transactions contemplated by the Transaction Agreement are subject to the receipt of approvals or clearances under certain foreign direct investment laws. All such approvals or clearances thereof under the applicable foreign direct investment laws have now been obtained. The closing of the Transaction remains subject to the satisfaction or waiver of the remaining conditions to the Transaction set forth in the Transaction Agreement. As of December 19, 2023, Orchard Shareholders approved the transaction. As of January 22, 2024, High Court of Justice of England and Wales sanctioned the scheme of arrangement. Kyowa Kirin is represented by Goldman Sachs Japan Co., Ltd. as financial advisor and Gary Mitchel Smith, Masato Hayakawa, Rika Saeki, Simon Arlington and Joseph Sulzbach of Morrison & Foerster LLP as legal advisor. Orchard Therapeutics is represented by Guggenheim Securities, LLC as financial advisor, Michael Bison, James Matarese, Andrew Goodman and Tevia Pollard of Goodwin Procter LLP as U.S. legal advisor, and Paul Mudie, Andrew Jolly, Phil Linnard and Mike Lane of Slaughter & May Ltd. as UK legal advisor. Guggenheim Securities, LLC also provided fairness opinion to Orchard. Paul, Weiss, Rifkind, Wharton & Garrison LLP is advising Guggenheim Securities as financial advisor to Orchard Therapeutics. MacKenzie Partners acted as information agent to Orchard and received a fee of $15,000. Orchard has agreed to pay Guggenheim Securities a cash transaction fee (based on a percentage of the aggregate value associated with the Transaction as determined by the agreed upon fee schedule) upon consummation of the Transaction, which cash transaction fee is currently estimated to be approximately $10.5 million. Orchard has previously paid Guggenheim Securities a cash opinion fee of $1 million that became payable upon the rendering of Guggenheim Securities’ opinion with respect to the Transaction. Kyowa Kirin Co., Ltd. (TSE:4151) completed the acquisition of Orchard Therapeutics plc (NasdaqCM:ORTX) from RA Capital Management, L.P., Deep Track Capital, LP, Zentree Investment Management Pte. Ltd. and others on January 24, 2024.

Punteggio fiocco di neve
Valutazione	0/6
Crescita futura	2/6
Prestazioni passate	0/6
Salute finanziaria	4/6
Dividendi	0/6

Prezzi storici delle azioni
Prezzo attuale dell'azione	US$14.60
Massimo di 52 settimane	US$15.60
Minimo di 52 settimane	US$4.02
Beta	0.55
Variazione di 1 mese	-0.68%
Variazione a 3 mesi	-0.68%
Variazione di 1 anno	137.40%
Variazione a 3 anni	-69.33%
Variazione a 5 anni	n/a
Variazione dall'IPO	-88.16%

	OT10	DE Biotechs	DE Mercato
7D	0%	-1.3%	1.9%
1Y	137.4%	7.8%	4.1%

OT10 volatility
OT10 Average Weekly Movement	n/a
Biotechs Industry Average Movement	7.0%
Market Average Movement	5.3%
10% most volatile stocks in DE Market	12.9%
10% least volatile stocks in DE Market	2.7%

OT10 statistiche fondamentali
Capitalizzazione di mercato	€348.84m
Utili (TTM)	-€66.92m
Ricavi(TTM)	€20.04m

OT10 Conto economico (TTM)
Ricavi	US$21.84m
Costo del fatturato	US$79.52m
Profitto lordo	-US$57.68m
Altre spese	US$15.24m
Utili	-US$72.92m

Utile per azione (EPS)	-3.20
Margine lordo	-264.11%
Margine di profitto netto	-333.90%
Rapporto debito/patrimonio netto	31.9%

Dati	Ultimo aggiornamento (ora UTC)
Analisi dell'azienda	2024/01/24 17:31
Prezzo dell'azione a fine giornata	2024/01/24 00:00
Utili	2023/09/30
Utili annuali	2022/12/31

Pacchetto	Dati	Tempistica	Esempio Fonte USA ^*
Dati finanziari della società	10 anni	Conto economico Rendiconto finanziario Bilancio	Modulo SEC 10-K Modulo SEC 10-Q
Stime di consenso degli analisti	+3 anni	Previsioni finanziarie Obiettivi di prezzo degli analisti	Rapporti di ricerca degli analisti Blue Matrix
Prezzi di mercato	30 anni	Prezzi delle azioni Dividendi, scissioni e azioni	Dati di mercato ICE Modulo SEC S-1
Proprietà	10 anni	Top azionisti Insider trading	Modulo 4 SEC Modulo 13D SEC
Gestione	10 anni	Team di leadership Consiglio di amministrazione	Modulo SEC 10-K Modulo SEC DEF 14A
Sviluppi principali	10 anni	Annunci aziendali	Modulo 8-K SEC

Analista	Istituzione
Charles Duncan	Cantor Fitzgerald & Co.
Emma Nealon	Cantor Fitzgerald & Co.
Graig Suvannavejh	Goldman Sachs

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Orchard Therapeutics (OT10) Panoramica del titolo

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Storia dei prezzi e prestazioni

Notizie e aggiornamenti recenti

Orchard Therapeutics Receives FDA Approval of Lenmeldy™ (atidarsagene autotemcel)

Orchard Therapeutics Files Form 15

Orchard Therapeutics Announces First Patient Randomized in Registrational Trial of OTL-203 for MPS-I Hurler Syndrome

Kyowa Kirin Co., Ltd. (TSE:4151) completed the acquisition of Orchard Therapeutics plc (NasdaqCM:ORTX) from RA Capital Management, L.P., Deep Track Capital, LP, Zentree Investment Management Pte. Ltd. and others.

Orchard Therapeutics plc(NasdaqCM:ORTX) dropped from NASDAQ Composite Index

New major risk - Financial position

Recent updates

Orchard Therapeutics Receives FDA Approval of Lenmeldy™ (atidarsagene autotemcel)

Orchard Therapeutics Files Form 15

Orchard Therapeutics Announces First Patient Randomized in Registrational Trial of OTL-203 for MPS-I Hurler Syndrome

Kyowa Kirin Co., Ltd. (TSE:4151) completed the acquisition of Orchard Therapeutics plc (NasdaqCM:ORTX) from RA Capital Management, L.P., Deep Track Capital, LP, Zentree Investment Management Pte. Ltd. and others.

Orchard Therapeutics plc(NasdaqCM:ORTX) dropped from NASDAQ Composite Index

New major risk - Financial position

Insufficient new directors

Orchard Therapeutics Receives Swiss Agency for Therapeutic Products Approval for Libmeldy in Early-Onset Metachromatic Leukodystrophy

Orchard Therapeutics plc Receives U.S. FDA Fast Track Designation for OTL-203 in MPS-IH

Orchard Therapeutics plc, Annual General Meeting, Dec 19, 2023

Third quarter 2023 earnings released: US$1.55 loss per share (vs US$3.71 loss in 3Q 2022)

Orchard Therapeutics Announces Presentation of Additional Positive Data from Proof-Of-Concept Study of Otl-203 in Mps-Ih At Esgct 2023

Kyowa Kirin Co., Ltd. (TSE:4151) entered into a Transaction Agreement to acquire Orchard Therapeutics plc (NasdaqCM:ORTX) from RA Capital Management, L.P., Deep Track Capital, LP, Zentree Investment Management Pte. Ltd. and others for approximately $470 million.

Orchard Therapeutics Announces Acceptance of Biologics License Application for OTL-200 in Metachromatic Leukodystrophy and Receives Priority Review

Orchard Therapeutics Announces Presentation of Data Comprising the Clinical Package for the OTL-200 Bla in MLD At the Ssiem Annual Symposium 2023

New major risk - Shareholder dilution

Insufficient new directors

Orchard Therapeutics Announces Positive Clinical and Preclinical Data in Programs Targeting Neurometabolic and CNS Disorders at ASGCT

Indapta Therapeutics Appoints Moya Daniels as Senior Vice President of Regulatory, Quality and Clinical Operations

Orchard Therapeutics plc Announces U.S. FDA Clearance of IND Application for OTL-203 in MPS-IH

Orchard Therapeutics Announces Promising Early Neurocognitive Outcomes from Ongoing Proof-Of-Concept Study of OTL-201 in Mps-IIIA

Orchard Therapeutics Announces Swissmedic Validation of the Marketing Authorization Application for Libmeldy (atidarsagene autotemcel)

Insufficient new directors

Insufficient new directors

Insufficient new directors

Orchard Therapeutics Receives Non-Compliance Letter from Nasdaq

Insufficient new directors

Orchard Therapeutics plc Announces Publication in the Lancet of Long-Term Clinical Outcomes with Libmeldy for the Treatment of Children with Early-Onset MLD

Orchard Therapeutics Announces Recent Commercial and Regulatory Progress for Late-stage HSC Gene Therapy Programs and Outlines Key 2022 Milestones

Insufficient new directors

Insufficient new directors

Insufficient new directors

Insufficient new directors

Orchard Therapeutics Outlines Differentiated Profile of Its HSC Gene Therapy Approach and Discusses Potential Future Applications at Virtual R&D Investor Event

Orchard Therapeutics plc announced that it expects to receive $7.5 million in funding from Pharming Group N.V.

Orchard Therapeutics plc Announces Regulatory and Clinical Updates for Lead Gene Therapy Programs

Independent Non-Executive Director Jon Ellis has left the company

Orchard Therapeutics Announces Data Published in the New England Journal of Medicine Evaluating the Safety and Efficacy of Investigational Gene Therapy Products, Including OTL-101

Be The Match BioTherapies® Announces Expansion of Multi-Year Strategic Alliance with Orchard Therapeutics to Support European Commercial Launch of Libmeldy™

Revenue misses expectations

Full year 2020 earnings released: US$1.53 loss per share (vs US$1.75 loss in FY 2019)

Orchard Therapeutics plc Announces Interim Data for OTL-203 Showing Positive Clinical Results in Multiple Disease Manifestations of Mucopolysaccharidosis Type I Hurler Syndrome

Orchard Therapeutics plc announced that it expects to receive $149.999996 million in funding from RA Capital Management, L.P., Avidity Partners Management LP, Casdin Capital, LLC, Farallon Capital Management, L.L.C., Citadel Enterprise Americas LLC and other investors

New 90-day high: €6.30

Orchard Therapeutics Appoints Braden Parker as Chief Commercial Officer

Orchard Therapeutics Secures Partnerships to Broaden Access to Libmeldy for Eligible Patients in Middle East & Turkey

Orchard Therapeutics Announces OTL-200 Granted Regenerative Medicine Advanced Therapy (RMAT) Designation by FDA for the Treatment of Metachromatic Leukodystrophy (MLD)

New 90-day high: €5.15

Orchard Therapeutics Receives EC Approval for Libmeldy for the Treatment of Early-Onset Metachromatic Leukodystrophy

Orchard Therapeutics Reports OTL-201 Initial Clinical Data in Sanfilippo Syndrome Type A (MPS-IIIA)

Orchard Therapeutics Announces FDA Clearance of IND Application for OTL-200 for Metachromatic Leukodystrophy (MLD)

Orchard Therapeutics Unveils Details on New HSC Gene Therapy Research Programs as Part of R&D Investor Event

Orchard Therapeutics Announces Presentation of New Clinical Data At the Upcoming 62nd American Society of Hematology Annual Meeting

Revenue beats expectations

Orchard Therapeutics plc Receives Positive CHMP Opinion for Libmeldy™ for the Treatment of Early-Onset Metachromatic Leukodystrophy (MLD)

Orchard Therapeutics Receives EMA Prime Designation for OTL-203 for the Treatment of MPS-I

New 90-day low: €3.24

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