Titan Pharmaceuticals, Inc. (NASDAQ:TTNP) investors are overwhelmingly excited after the drug maker announced today that it has entered into a definitive asset purchase, supply and support agreement with L. Molteni & C. through which Molteni has acquired the European intellectual property related to Probuphine, including the Marketing Authorization Application (MAA) under review by the European Medicines Agency (EMA), and will have the exclusive right to commercialize the Titan supplied Probuphine product in Europe, as well as certain countries of the Commonwealth of Independent States, the Middle East and North Africa.
Titan received an initial payment of €2.0 million (approx. $2.4 million) for the purchased assets and will receive potential additional payments totaling up to €4.5 million (approx. $5.5 million) upon the achievement of certain regulatory and product label milestones. Additionally, Titan is entitled to receive earn-out payments for up to 15 years on net sales of Probuphine in the Molteni Territory ranging in percentage from the low-teens to the mid-twenties. The agreement supersedes the previously executed term sheet that contemplated a license arrangement with respect to the intellectual property Titan has sold to Molteni.
As part of the transaction, Molteni also made an indirect strategic investment in Titan by purchasing $2.4 million of the outstanding $4.0 million principal balance owed under Titan’s July 2017 loan agreement with Horizon Technology Finance Corporation. In connection with an amendment and restatement of the loan agreement, Molteni was appointed collateral agent and assumed majority and administrative control of the debt and the interest only payment and forbearance periods were extended to December 31, 2019. Upon meeting certain conditions, including repayment of the remaining principal amount of $1.6 million to Horizon, the amended and restated loan agreement also includes provisions for conversion of Molteni’s $2.4 million portion of the debt into shares of Titan’s common stock at a conversion price of $1.20 per share, representing a premium of approximately 17% to the average closing price of Titan’s common stock for the last five trading days ended March 20, 2018.
In connection with this transaction, Titan issued to Molteni and Horizon warrants to purchase an aggregate of 580,000 shares of Titan’s common stock at a per share exercise price of $1.20.
In reaction, Titan shares are rising nearly 17% to $1.26 as of 1:30PM EDT.
“We are pleased to form this important partnership with Molteni, a company with a strong track record of success launching and commercializing innovative pain and addiction pharmaceutical products in Europe, that also shares our enthusiasm about the prospects for Probuphine,” said Titan President and CEO, Sunil Bhonsle. “In addition to providing an opportunity to expand the commercialization of Probuphine beyond the United States, the additional financial resources and flexibility provided by this transaction enables us to evaluate options to further strengthen our balance sheet, position Probuphine for commercial success in the U.S., and work to advance our pipeline of other ProNeura™-based product candidates.”
Molteni President, Giovanni Seghi, commented, “There has been close collaboration between the two companies as we plan the process of preparing for the potential European launch of Probuphine, including our interactions last year with European regulators and our more recent efforts to address their preliminary questions on the MAA. We remain confident that Probuphine has the potential to become a new paradigm for the treatment of opioid addiction in Europe, the second largest market for buprenorphine-based products in the world.”
In connection with the asset purchase and amended loan agreements, Titan has granted Molteni board designee and observer rights.
“Our interactions with Molteni management over the past several months have clearly demonstrated their strong commitment to Probuphine and Titan,” said Titan Executive Chairman, Dr. Marc Rubin. “We know that Molteni shares our vision for Probuphine and we are looking forward to a strong and successful partnership.”