Nektar Therapeutics (NASDAQ: NKTR) Enters into Asset Purchase Agreement with Ampersand Capital Partners

On November 1, 2024, Nektar Therapeutics, a Delaware corporation, announced that it has entered into an Asset Purchase Agreement (APA) with an affiliate of Ampersand Management LLC d/b/a Ampersand Capital Partners, a Delaware limited liability company. The agreement entails the sale of Nektar’s manufacturing facility based in Huntsville, Alabama, along with certain related manufacturing assets and liabilities. The deal, totaling $90 million at closing, includes $70 million in cash and $20 million in an equity position in a parent entity of the Purchaser.

The closing of the Transactions is anticipated to take place in the fourth quarter of 2024, subject to meeting customary closing conditions outlined in the APA. Concurrently, Nektar agreed to provide specific indemnities to Purchaser for excluded liabilities and is subjected to certain restrictive covenants post-closure restricting its activities related to PEG reagents manufacturing and sales.

Moreover, ancillary agreements will be signed by Nektar and Purchaser at the closing to effectuate the Transactions, including a mutual transition services agreement and manufacturing and supply agreements. The full and detailed text of the APA, filed as Exhibit 1.1 to the Current Report on Form 8-K, provides a comprehensive understanding of the terms associated with the agreement.

Following the announcement, Nektar’s press release disclosed further details on the strategic divestiture. The transaction with Ampersand Capital Partners enables Nektar to streamline operations, focusing on core R&D programs in immunology. In total, Nektar will receive $90 million, with $70 million in cash proceeds and $20 million in an equity stake in the new portfolio company to be created by Ampersand.

The Huntsville site, a commercial-scale manufacturing facility with a reputation for supporting global PEGylated therapeutics supply chains, will transition to a standalone entity under Ampersand. Nektar’s current employees at the facility will retain their positions under the new portfolio company, ensuring continuity in high-quality manufacturing services.

The sale will not subject to financing contingencies and is expected to be finalized by December 2, 2024, contingent upon customary closing conditions. Nektar will retain all rights to existing and future royalty streams and milestones related to PEGylated product license agreements post-closure.

UBS Investment Bank and Sidley Austin LLP advised Nektar Therapeutics, while Goodwin Procter LLP acted as the legal advisor to Ampersand Capital Partners in this transaction. This divestiture underscores Nektar’s commitment to advancing its core R&D programs while ensuring continuity in manufacturing services for its existing PEGylation reagents customers.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Nektar Therapeutics’s 8K filing here.

Nektar Therapeutics Company Profile

Nektar Therapeutics, a biopharmaceutical company, focuses on discovering and developing medicines in the field of immunotherapy in the United States and internationally. The company is developing rezpegaldesleukin, a cytokine Treg stimulant that is in phase 2 clinical trial for the treatment of systemic lupus erythematosus and ulcerative colitis, as well as phase 2b clinical trial to treat atopic dermatitis and psoriasis; and NKTR-255, an IL-15 receptor agonist, which is in phase 1 clinical trial to boost the immune system's natural ability to fight cancer.