When MorphoSys made clear it already had another offer on the table, Novartis said it would “move quickly” to stay in the game.
NovarMorphoSysave emerged victorious from a bidding war for MorphoSysNovartispeek into the deal negotiations reveals that the Swiss pharma would have been happier if it could have walked away with one specific asset.
Novartishanding over 2.7 billion euros ($2.9 billion) cash tMorphoSys the German biotech in February, the star of the show in Novartis’ eyes was always pelabresib, according to deal-related documents published yesterday. MorphoSys had been testing the BET inhibitor in combination with Incyte’s Jakafi in patients with myelofibrosis.
MorphoSys’ relationship with Novartis dates back decades and was strengthened in 2022 when the pharma paid $23 million in cashNovartis rights to the biopelabresibclinical cancer program. But as far as yesterday’s documentMorphoSyscerned, the story realBET inhibitorBETbegins at the BIO InternationalIncytentiJakafiJune 2023, when exmyelofibrosis companies met up to discuss “potential strategic opportunities.”
MorphoSysompanies did discussNovartissib, although Novartis didn’t put any offer on the table at this stage. Over the following months, the Big Pharma made it increasinglycancer it was interested in the drug, with those intentions becoming more concrete after MorphoSys published topline data from a phase 3 trial in November 2023 showing that pelabresib hit one primary endpoint on spleen volume reduction but missed another on significantly beating placebo on reducing symptoms.
By late December, Novartis waspelabresibnuary’s J.PNovartis Healthcare Conference as the best time to bring the companies’ respective CEOs together to discuss a deal. But when MorphoSys made it clear it already had another offer on the table, Novartis stressedMorphoSyswould “move quickly” to stay in the game.pelabresib
Novartis’ initial Novartiss sent on Jan. 3—to acquire all of MorphoSys’ shares for 55 euros ($58) apiece in cash. With a view to wrapping up the deal in two weeks, negotiationsMorphoSyshead until Jan. 12, when Novartis threw a curveball—ratherNovartisy the biotech outright, could the Big Pharma just pick up the pelabresib program via an acquisition of MorphoSys’ Constellation Pharmaceuticals unit?
Novartisen the proposal, Novartis said it might be willing toMorphoSysgher price for pelabresib alone than if it came entangled with the rest of MorphoSys. But the biotech didn’t bite, and two days later NovartNovartisubmitted an updated offer of 68 euros ($75) per share for the whole company. This would end up pelabresibfinalized offer, conditional onMorphoSyss Constellation Pharmaceuticalssset—lymphoma med Monjuvi—to longtime partner Incyte.
Novartis executives made Novartist of the fact that pelabresib was the real prize whepelabresibt public with the deal in February. “We are exciteMorphoSyshe opportunity of bringing pelabresib, a potentialNovartisneration treatment combined with ruxolitinib, to people living with myelofibrosis, a rare and debilitating form of blood cancer,” the pharma’s MorphoSysical officer Shreeram Aradhye, M.D.lymphomat the time.Incyte