Transaction Case Studies

Commercial assessment and sell-side process leading to company acquisition

Commercial assessment and sell-side process leading to company acquisition

Situation Assessment

• Innocoll (NASDAQ: INNL) was a publicly traded company developing collagen-matrix technology for implantation and drug delivery
• The company was seeking an EU and/or US partner for its lead product, XARACOLL, a bupivacaine-eluting implant that had recently completed Phase 3 studies for management of post-operative pain
• Innocoll selected Locust Walk to execute a robust EU commercial assessment of XARACOLL and subsequently run a comprehensive sell-side process to secure a commercialization partner in the EU and/or US

Key Activities

• Locust Walk carried out qualitative and quantitative research, including KOL interviews and a 50-surgeon survey, to develop a well-grounded commercial forecast for XARACOLL in the EU for potential partners
• Prepared high-impact marketing materials to emphasize the breadth of market applications and significance of data supporting both reduced pain and opioid use in the post-operative pain setting
• Conducted a comprehensive outreach campaign to companies with a commercial presence in the US and/or EU hospital space
• Led numerous companies through a confidential due diligence process, facilitated discussions with several interested parties, and maintained transaction interest through an FDA complete response letter
• Received several term sheets, provided strategic guidance on deal structure, and negotiated terms

Successful Outcome

• Innocoll was successfully acquired by Gurnet Point Capital in April 2017
• Innocoll was acquired for $1.75 per share (approximately $55M cash upfront), with further contingent value rights worth $4.90 per share (additional $154M) for a total deal value of ~$209M
• Acquisition represented a 120% premium to Innocoll’s share price
• Deal enables Innocoll to continue development of XARACOLL for NDA re-submission and subsequent commercialization