On July 26, 2021 PerkinElmer, Inc. (NYSE: PKI) ("PerkinElmer") reported it has entered into an agreement to acquire BioLegend, a leading, global provider of life science antibodies and reagents, for approximately $5.25 billion in a combination of cash and stock, subject to certain adjustments (Press release, PerkinElmer, JUL 26, 2021, View Source [SID1234585178]).

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BioLegend provides its academic and biopharmaceutical customers with best-in-class antibodies and reagents in high-growth areas such as cytometry, proteogenomics, multiplex assays, recombinant proteins, magnetic cell separation and bioprocessing. The transaction will be the largest in PerkinElmer’s history and is expected to close by the end of the 2021 calendar year, subject to regulatory approvals and other customary closing conditions.

Privately-held BioLegend has more than 700 employees based primarily in the U.S., with estimated 2022 revenues of $380 million. Upon joining PerkinElmer, BioLegend will expand PerkinElmer’s existing life science franchise into new segments, and its state-of-the-art campus in San Diego, California will become PerkinElmer’s global Center of Excellence (CoE) for research reagent content development for the combined company.

Commenting on the agreement to acquire BioLegend, Prahlad Singh, president and chief executive officer of PerkinElmer, said: "We are thrilled to have the opportunity to bring our technologies and innovative cultures together to create seamless solutions to push science and discovery forward. We believe joining our teams presents an incredible opportunity to accelerate discoveries that help life science researchers leverage ever-developing technologies and novel approaches to better understand and fight disease."

Gene Lay, founder, president and chief executive officer of BioLegend, added, "We are very excited to join the PerkinElmer family. The combination will afford us the opportunity to continue to build on our two-decade foundation of innovative science and scale in new and highly attractive PerkinElmer areas such as clinical diagnostics and food safety testing. The BioLegend team is eager to enter this new chapter with PerkinElmer, furthering our mission of enabling legendary discovery from research to cure."

Strategic Alignment of Deal Structure Expected to Lead to Faster Growth and Elevated Margins

PerkinElmer has fully committed bridge financing from Goldman Sachs Bank USA in place for the cash portion of the agreed upon purchase price. The combination is expected to be accretive to PerkinElmer’s existing revenue growth and margin profile and provide an estimated $0.30 of adjusted earnings per share accretion in the first full year following close and greater than $0.50 in the second year following close. The combined company will generate immediate revenue synergies which are expected to reach $100 million annually by the fifth year following the transaction close and no significant cost synergies are planned.

Advisors

Goldman Sachs & Co. LLC, Inc., is serving as exclusive financial advisor to PerkinElmer, with WilmerHale serving as legal counsel and McDermott Will & Emery serving as antitrust counsel. J.P. Morgan Securities LLC is serving as exclusive financial advisor to BioLegend with Pillsbury Winthrop Shaw Pittman LLP serving as legal counsel.

Conference Call and Webcast

PerkinElmer will discuss its second quarter 2021 results (as released separately), its outlook for business trends, and its acquisition of BioLegend in a conference call on July 26, 2021 at 8:00 a.m. Eastern Time. To access the call, please dial 720-405-2250 prior to the scheduled conference call time and provide the access code 9275741. The webcast and accompanying slides can be found on the investors section of www.perkinelmer.com. An audio archive of the call will be available in that section of the website until August 9, 2021.

On July 26, 2021 Royalty Pharma Holdings Ltd. reported that (pricing of $600,000,000 aggregate principal amount of 2.150% Senior Notes due 2031 (the "2031 Notes") and $700,000,000 aggregate principal amount of 3.350% Senior Notes due 2051 (the "2051 Notes" and, together with the 2031 Notes, the "Notes") on July 26, 2021, the Issuer, (the "Guarantor") and Wilmington Trust, National Association, as trustee (the "Trustee"), entered into a second supplemental indenture (the "Second Supplemental Indenture") to the Indenture dated as of September 2, 2020 (the "Base Indenture" and together with the Second Supplemental Indenture, the "Indenture"), providing for the issuance of the Notes (Filing, 8-K, Royalty Pharma , JUL 26, 2021, View Source [SID1234585184]). The Notes will be guaranteed on a senior unsecured basis by the Guarantor.

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The 2031 Notes will bear interest at a fixed rate of 2.150% per annum, and interest will be payable on March 2 and September 2 of each year, beginning March 2, 2022, until the maturity date of September 2, 2031. The 2051 Notes will bear interest at a fixed rate of 3.350% per annum, and interest will be payable on March 2 and September 2 of each year, beginning March 2, 2022, until the maturity date of September 2, 2051. The Issuer may redeem the Notes at such times and at the redemption prices as provided for in the Indenture. The Indenture also contains certain covenants as set forth in the Indenture and requires the Issuer to offer to repurchase the Notes upon certain change of control events.

The foregoing description of the Indenture and the Notes is qualified in its entirety by reference to the full text of the Base Indenture and the Second Supplemental Indenture (including the form of Notes) which are filed as Exhibits 4.1 and 4.2 to this Current Report on Form 8-K, respectively, and are incorporated herein by reference.

On July 26, 2021 Imago BioSciences, Inc. ("Imago") (NASDAQ: IMGO), a clinical stage biopharmaceutical company discovering new medicines for the treatment of myeloproliferative neoplasms (MPNs), reported that in connection with its previously announced public offering of its common stock, the underwriters have exercised their option to purchase an additional 1,260,000 shares of common stock from the Company (Press release, Imago BioSciences, JUL 26, 2021, View Source [SID1234585183]). The gross proceeds from the exercise of the option, before deducting underwriting discounts and commissions and other offering expenses payable by Imago, were approximately $20.2 million.

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Jefferies, Cowen, Stifel and Guggenheim Securities acted as joint book-running managers for the offering.

A registration statement relating to the securities has been filed with the Securities and Exchange Commission and became effective on July 15, 2021. The offering of these securities is being made only by means of a prospectus, copies of which may be obtained from: Jefferies LLC, 520 Madison Avenue, 2nd Floor, New York, NY 10022, or by email at [email protected] or by phone at 877-821-7388; or Cowen and Company, LLC, c/o Broadridge Financial Solutions, Attn: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (833) 297-2926 or by email at [email protected]; or Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, CA 94104, or by telephone at (415) 364-2720, or by email at [email protected]; or Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544 or by email at [email protected].

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

On July 26, 2021 Ziopharm Oncology, Inc. (Nasdaq: ZIOP), reported that management will host a conference call and webcast on Monday, August 9, at 4:30 p.m. EDT to provide a corporate update and discuss financial results for the second quarter ended June 30, 2021 (Press release, Ziopharm, JUL 26, 2021, View Source [SID1234585182]).

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The conference call can be accessed by dialing 877-451-6152 (U.S. and Canada) or 201-389-0879 (International). The passcode for the conference call is 13721210. A live webcast may be accessed using the link here, or by visiting the "Investors" section of the Ziopharm website at www.ziopharm.com. The call will be recorded and available for replay on the Company’s website for approximately 90 days after the call.

On July 26, 2021 Cizzle Biotechnology Holdings Plc ("Cizzle Biotechnology" or the "Company") reported that Collaboration with FairJourney Biologics to Develop Proprietary Antibodies for Early Lung Cancer Detection Tests (Press release, FairJourney Biologics, JUL 26, 2021, https://fjb.pt/collaboration/cizzle-biotechnology-collaboration-with-fairjourney-biologics-to-develop-proprietary-antibodies-for-early-lung-cancer-detection-tests/ [SID1234585181])

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Cizzle Biotechnology, the UK based developer of a blood test for the early detection of a majority of the different forms of lung cancer, is pleased to announce the signing of a collaboration with FairJourney Biologics for the development and supply of proprietary key monoclonal antibodies that are the foundation for developing an enzyme-linked immunosorbent assay ("ELISA"), together with appropriate core reagents which are important requirements in the Company’s roadmap for the commercial development of the Company’s prototype CIZ1B biomarker test.

The Company’s strategy, as outlined in its prospectus published in May 2021, is to develop Cizzle Biotechnology’s prototype CIZ1B biomarker test into a commercial, CE marked and/or FDA 510(k) cleared diagnostic immunoassay that can be readily performed as a sufficiently reliable test in a hospital setting.

In order to pursue this goal, the Directors believe that Cizzle Biotechnology’s testing methodology needs to be such that it can be deployed in a standardised sensitive and specific format for potential use in hospital laboratories. To achieve this, one approach is to take the current prototype ELISA assay developed by Cizzle Biotechnology and update it so that it can be performed using a monoclonal antibody or other detector proteins which may meet the requirements of regulatory bodies to bring the test to market. This requires that Cizzle Biotechnology work with a leading manufacturer such as FairJourney Biologics to produce the antibodies and reagents that may be used to validate its test format in clinical trials.

FairJourney Biologics, headquartered in Porto, Portugal, is a leading biologics clinical research organisation ("CRO"), providing integrated services across antibody discovery, engineering and production to global biopharma companies. They have successfully completed more than 500 projects with over 100 biotechnology and pharmaceutical companies. FairJourney Biologics merged with Cambridge, UK, based IONTAS in 2020 which was founded by John McCafferty, the co-discoverer of antibody phage display for which Professor Sir Greg Winter was awarded the Nobel prize for Chemistry in 2018. Earlier this year FairJourney Biologics opened a new purpose-built state of the art facility to carry out the type of key development activities that will be central to the programme for Cizzle Biotechnology.

Commenting, Allan Syms, Executive Chairman, said: "I am delighted that we have contracted with FairJourney Biologics to develop and supply the monoclonal antibodies and reagents required for our ELISA assay and future diagnostic platforms and tests. FairJourney Biologics is a recognised leader in its field and will be an important partner in our strategy to commercialise as quickly as possible our CIZ1B biomarker test for the early-stage detection of lung cancer.

"Since the admission of Cizzle Biotechnology to trading on the London Stock Exchange in May we are already making significant progress and I look forward to providing further updates in due course."

Commenting, António Parada, Chief Executive Officer, said: "We are excited to collaborate with Cizzle Biotechnology in discovering novel antibodies to be used as promising diagnostic tools. We believe that innovative diagnostic platforms as the CIZ1B biomarker test will be a major step to hinder the progression of lung cancer and improve patient’s prognosis in the long-term."