NEW YORK – AstraZeneca on Tuesday said it will acquire radiopharmaceutical developer Fusion Pharmaceuticals in a deal valued at $2.4 billion.
Under the terms of the agreement, AstraZeneca will acquire all outstanding shares of Fusion for $21 per share in cash once the deal closes in Q2 and pay a nontransferable contingent value right of $3 per share once Fusion achieves a certain regulatory milestone.
The upfront cash portion of the consideration is valued at $2 billion and represents an 85 percent premium to the 30-day volume-weighted average price of Fusion shares at $11.37 per share before the acquisition was announced. The $2.4 billion valuation of the deal, including the upfront and contingent value payments, represent an 111 percent premium to the 30-day VWAP of Fusion shares. As part of the transaction, AstraZeneca will acquire the $234 million cash, cash equivalents, and short-term investments Fusion had as of Dec. 31, 2023, on its balance sheet.
The acquisition will bring Fusion's pipeline of radio-conjugates into AstraZeneca's investigational drug portfolio, including the prostate-specific membrane antigen (PSMA)-targeted alpha-emitting radiotherapy FPI-2265. Fusion acquired FPI-2265 from RadioMedix in February 2023 and is studying the drug in a Phase II/III trial as a treatment for patients with progressive, metastatic castration-resistant prostate cancer.
In the Phase II portion of the trial, Fusion is evaluating the safety and efficacy of FPI-2265 at three doses in about 60 patients who have previously received a 177-Lu-based radioligand therapy such as Novartis' Pluvicto (lutetium vipivotide tetraxetan). Patients must have PSMA-positive metastatic lesions based on imaging scans.
Researchers will assess the proportion of patients with a 50 percent or greater decline in prostate-specific antigen levels as the primary efficacy endpoint. Secondary efficacy endpoints include objective response rate and radiographic progression-free survival. When the Phase II portion is finished, Ontario, Canada-based Fusion had said it would meet with the US Food and Drug Administration to determine a recommended Phase III dosing regimen based on Phase II data.
In addition to FPI-2265, Fusion is also developing FPI-1434, a radiopharmaceutical targeting insulin-like growth factor 1 receptor, and FPI-2059, a small molecule targeting neurotensin receptor 1 (NTSR1), both in Phase I trials. Fusion has a collaboration to study FPI-1434 with Merck's checkpoint inhibitor Keytruda (pembrolizumab) in patients with solid tumors expressing IGF-IR.
Before this acquisition, Fusion had partnered with AstraZeneca to jointly develop its targeted alpha-emitting radiotherapies and explore combination approaches with AstraZeneca's DNA damage response inhibitors and immuno-oncology agents. Under this partnership, Fusion advanced FPI-2068, an alpha-emitting radiotherapy targeting EGFR-cMET.
"Between 30 and 50 percent of patients with cancer today receive radiotherapy at some point during treatment, and the acquisition of Fusion furthers our ambition to transform this aspect of care with next-generation radio-conjugates," Susan Galbraith, executive VP of oncology R&D at AstraZeneca, said in a statement.