Noven Completes Acquisition of JDS Pharmaceuticals

PharmaManufacturing.com
08/15/2007

Noven Pharmaceuticals, Inc., Miami, Fla., on Aug. 15 announced that it has completed the previously-announced acquisition of JDS Pharmaceuticals, LLC. JDS is a specialty pharmaceutical company that currently markets two branded prescription psychiatry products through a targeted sales force and is advancing a significant pipeline of high-potential products in psychiatry and women's health. The purchase price was $125 million cash paid at closing (August 14, 2007) plus the assumption of approximately $10 million in net non-contingent liabilities.

Noven also reported that industry veteran Phillip M. Satow, JDS's chief executive officer and co-founder, was appointed to Noven's Board of Directors, effective upon closing of the transaction. Satow co-founded JDS in August 2004 with his son, Michael Satow, JDS's president and chief operating officer. Prior to that, the elder Satow served as executive vice president of Forest Laboratories and president of its Forest Pharmaceuticals subsidiary. He established the marketing and sales departments at Forest, which he led for 14 years through the launch of the highly successful antidepressant Celexa. Before joining Forest, Satow spent three years as vice president and general manager of the Carter Wallace pharmaceutical business and had a 15-year career at Pfizer.

"We are confident that the acquisition of JDS will significantly increase our growth rate and sales and earnings potential over the longer term, and will greatly improve the visibility of our pipeline and financial goals," said Robert C. Strauss, Noven's president, CEO and chairman.

"The acquisition builds upon our existing strengths and capabilities by adding the infrastructure, products and category expertise necessary to market and sell products ourselves," said Strauss. "It also significantly expands our pipeline opportunities. The JDS pipeline has the potential to result in the launch of one new product a year for each of the next four years, including what we expect will be the industry's first once-daily lithium product (Lithium QD), and a women's health product (Mesafem(TM)) that fits perfectly with Noven's existing expertise in menopausal therapy. We also have an opportunity to leverage the JDS sales infrastructure by gaining access to other psychiatry products that complement the existing JDS psychiatry portfolio."

The acquisition provides Noven with substantial immediate, mid-term and long-term benefits, including:

• A self-supporting, leveragable marketing/sales infrastructure, with two high-margin marketed products (Pexeva and Lithobid) and substantial expertise in the psychiatry category;
• A next-generation psychiatry pipeline that includes one pending New Drug Application (Stavzor) and one product in Phase 3 trials (Lithium QD);
• A non-hormonal product (Mesafem) entering Phase 3 for vasomotor symptoms (hot flashes/night sweats) associated with menopause that is highly complementary with Noven's expertise in women's health; and
• Substantially greater sales and gross margin potential, and greater control over the success of its products.