Daiichi Sankyo Company, Ltd. and Ambit Biosciences, a biopharmaceutical company, have entered into a definitive merger agreement under which Daiichi Sankyo will acquire all of the outstanding common stock of Ambit Biosciences for $15 per share in cash through a tender offer followed by a merger with a subsidiary of Daiichi Sankyo, or approximately $315 million on a fully diluted basis. In addition to the upfront cash payment, each Ambit Biosciences stockholder will receive one contingent value right (CVR), entitling the holder to receive an additional cash payment of up to $4.50 for each share they own if certain commercialization related milestones are achieved. The total transaction is valued at up to $410 million on a fully diluted basis.

 
Ambit Biosciences is focused on the discovery and development of medicines to treat unmet medical needs in oncology, autoimmune and inflammatory diseases by inhibiting enzymes that are important drivers for those diseases. Ambit’s lead drug candidate, quizartinib, is a once-daily, orally administered selective, inhibitor of FMS-like tyrosine kinase-3 (FLT3) and is currently in Phase III trials to treat patients with relapsed/refractory FLT3-ITD positive, acute myeloid leukemia (AML). Quizartinib is also being studied in newly diagnosed patients in combination with chemotherapy as well as maintenance following a hematopoietic stem cell transplantation. In addition to quizartinib, Ambit’s clinical pipeline includes AC410, an oral JAK2 inhibitor, and CEP-32496, a BRAF inhibitor licensed to Teva Pharmaceutical Industries Ltd. Ambit’s preclinical portfolio includes a proprietary CSF1R inhibitor program.

Ambit Biosciences’ board of directors has unanimously approved the acquisition. Closing of the tender offer and merger is subject to certain conditions, including the tender of more than 50% of all shares of Ambit Biosciences.  The transaction is subject to customary closing and regulatory approval.

Source: Daiichi Sankyo