Menarini Group to acquire Stemline Therapeutics in transaction valued at up to $677 million and with it Elzonris.

Menarini Group, a privately held Italian pharmaceutical and diagnostics company, and Stemline Therapeutics Inc., a commercial-stage biopharmaceutical company focused on the development and commercialization of novel oncology therapeutics, announced a definitive agreement under which Menarini Group will acquire Stemline in a transaction valued up to $677 million. Under the terms of the agreement, a wholly owned subsidiary of the Menarini Group will commence a tender offer for all outstanding shares of Stemline, whereby Stemline shareholders will be offered a total potential consideration of $12.50 per share, consisting of an upfront payment of $11.50 in cash and one non-tradeable Contingent Value Right (CVR) that will entitle each holder to an additional $1.00 in cash per share upon completion of the first sale of Elzonris in any EU country after European Commission approval. Stemline launched Elzonris for the treatment of blastic plasmacytoid dendritic cell neoplasm (BPDCN) in adult and pediatric patients, two years or older, following the approval by the FDA in December 2018. Elzonris is a novel targeted therapy directed to the interleukin-3 (IL-3) receptor-alfa (CD123). With the support of Menarini’s infrastructure, Stemline will continue its efforts to develop additional applications of Elzonris to serve the unmet needs of patients suffering from difficult to treat diseases and cancers. Following its strong U.S. launch of Elzonris , Stemline will benefit from Menarini’s experience in bringing products to markets in Europe and emerging markets as it prepares for a successful international launch upon receipt of regulatory approval in ex-U.S. territories.