BMS announced that the companies have signed
a definitive agreement under which Bristol-Myers Squibb will acquire all
of the issued and outstanding capital stock of Cardioxyl, a private
biotechnology company focused on the discovery and development of novel
therapeutic agents for the treatment of cardiovascular disease. The
acquisition will give Bristol-Myers Squibb full rights to Cardioxyl’s
lead asset CXL-1427, a novel nitroxyl (HNO) donor (prodrug) in Phase 2
clinical development as an intravenous treatment for acute decompensated
heart failure (ADHF). The transaction includes upfront and near-term
milestone payments of up to $300 million and potential additional
consideration of up to $1.775 billion upon the achievement of certain
development, regulatory and sales milestones. The transaction, which is
expected to be dilutive to 2015 GAAP EPS by approximately $0.12, with
minimal dilution to non-GAAP EPS in both 2015 and 2016, has been
approved by the boards of directors of both companies.
CXL-1427 releases nitroxyl, a molecule that has demonstrated beneficial
effects on heart muscle and vascular function. Pre-clinical and early
clinical data indicate that CXL-1427 improves how the heart muscle
contracts and relaxes without increasing heart rate or the demand for
oxygen. Current therapies for ADHF that improve heart muscle function
produce an increase in heart rate and/or oxygen consumption, and are
associated with an increased risk for ischemia, arrhythmias and
increased mortality.