The deal gives Novo Nordisk rights to Emisphere’s proprietary technologies, including Eligen SNAC, which enables injectable drugs to be provided in a tablet formulation with an absorption-enhancing excipient.

Emisphere said it created Eligen SNAC technology to facilitate the absorption of small and large molecules without altering their chemical form, biological integrity or pharmacological properties. The company noted that the technology enables therapeutic molecules, including large peptides and proteins, to travel across biological membranes such as those of the gastrointestinal tract.

Having collaborated since 2007, and under an existing license agreement, Novo Nordisk uses Emisphere’s Eligen SNAC drug delivery technology in the oral form of its diabetes drug Rybelsus, a GLP-1 receptor agonist semaglutide. Rybelsus got marketing approvals in Europe in April, and in the US in September 2019.

“We intend to apply and further develop the technology and use it on current and future pipeline assets with the aim of making more biologic medicines orally available for patients,” said Novo Nordisk’s executive vice president and chief scientific officer, Mads Krogsgaard Thomsen.

Under the terms of the transaction, Novo is paying $1.35 billion to acquire all of Emisphere’s outstanding shares and $450 million for buying related Eligen SNAC royalty stream obligations owed to Emisphere’s largest shareholder MHR Fund Management. The latter payment eliminates any future royalty obligations to Emisphere and MHR, enabling Novo Nordisk to expand the portfolio of oral biologic pipeline assets across therapy areas.
Emisphere’s board of directors have approved the merger – as has a company Special Committee – and MHR and directors of Emisphere, which collectively own a majority of the outstanding Emisphere shares, have agreed to vote in favor of the transaction.

“After a thorough analysis of strategic alternatives, the Emisphere Board and the Special Committee unanimously determined that a combination with Novo Nordisk is the best way to maximize value for our stockholders,” said Emisphere chairman Timothy Rothwell.

Author: Elaine Burridge, Freelance Journalist