Ironwood Pharmaceuticals to acquire VectivBio and its Canadian subsidiary for $1.35 billion in all-cash transaction

Company

Ironwood Pharmaceuticals, Inc.

Law Firm / Organization
Latham & Watkins LLP
Law Firm / Organization
Advestra AG

Company

VectivBio Holding AG

Law Firm / Organization
Cooley LLP
Law Firm / Organization
Homburger AG

Ironwood Pharmaceuticals, Inc., a GI-focused healthcare company, agreed to acquire VectivBio Holding AG for $22.94 (US$17.00) per share in an all-cash deal valued at around $1.35 billion (US$1 billion), net of VectivBio's cash and debt. The acquisition price represented an 80% premium over the 90-day volume-weighted average share price. Approved by both companies' boards on May 21, 2023, the transaction required tendering over 80% of VectivBio’s outstanding shares and other conditions.

VectivBio, based in Basel, Switzerland, develops treatments for severe, rare gastrointestinal conditions. Its lead asset, apraglutide, a GLP-2 analog, is in Phase 3 trials for Short Bowel Syndrome with Intestinal Failure (SBS-IF).

The acquisition aims to bolster Ironwood’s GI portfolio, leveraging its clinical and commercial capabilities, with apraglutide projected to reach $1.35 billion (US$1 billion) in peak net sales if approved.

Legal advisors for Ironwood were Latham and Watkins LLP and Advestra AG. VectivBio's legal counsel included Cooley (UK) LLP, Homburger AG, and Gowling WLG. Financial advisors to Ironwood were Citi, J.P. Morgan Securities, LLC, RBC Capital Markets, LLC, and Wells Fargo Securities, LLC. Centerview Partners LLC and BofA Securities, Inc. advised VectivBio.

The deal was expected to close in the second half of 2023, pending all conditions.

Merger & Acquisition
Healthcare
$ 1,349,700,000
Closed
29 June 2023