Takeda enters definitive agreement to acquire URL Pharma

Takeda Pharmaceutical Company Limited (Takeda) and URL Pharma Inc. (URL Pharma) jointly announced that Takeda's wholly-owned subsidiary, Takeda America Holdings, Inc. and URL Pharma have entered into a definitive agreement to acquire URL Pharma – a privately-held pharmaceutical company headquartered in Philadelphia, Pennsylvania, for an upfront payment of $800 million and future performance-based contingent earn out payments. Upon completion of the acquisition, URL Pharma will be managed by Takeda Pharmaceuticals U.S.A., Inc. The acquisition will contribute significantly to Takeda's revenues, operating income, and free cash flow beginning in fiscal year (FY) 2013. Pending the satisfaction of customary closing conditions, the deal is expected to close within 60 days.

URL Pharma is a pharmaceutical company with 2011 calendar year revenues of nearly $600 million. Its leading product is Colcrys (colchicine) – used to treat and prevent gout flares. Net sales for Colcrys in calendar year 2011 were more than $430 million, and continued growth of Colcrys sales is expected through the product's lifecycle.

"This acquisition expands Takeda's gout treatment portfolio and leverages our expertise in primary care," said Douglas Cole, president, Takeda Pharmaceuticals U.S.A., Inc. "Gout affects more than eight million Americans, and the prevalence of gout is rising. We are pleased to have URL Pharma's Colcrys added to our product portfolio and look forward to further realizing our goal of helping patients by providing multiple treatment options to manage the symptoms of acute and chronic gout in the U.S."

Colcrys complements Takeda's position in the gout marketplace with Uloric (febuxostat), used to lower blood uric acid levels in adults with gout. The acquisition of URL Pharma strengthens Takeda's offerings in the U.S. pharmaceutical market by providing patients with more gout management options to treat and prevent gout flares and the high uric acid levels associated with the condition.

"URL Pharma is pleased to become a part of a leading research-based global pharmaceutical company," said Richard H. Roberts, M.D., Ph.D., Chief Executive Officer, and Chairman of the Board, URL Pharma.

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