Roche and Spark Therapeutics, a commercial gene-therapy company based in Philadelphia, have entered into a definitive merger agreement for Roche to fully acquire Spark Therapeutics for $4.3 billion or $114.50 per share in an all-cash transaction.

The merger agreement has been unanimously approved by the boards of Spark Therapeutics and Roche, and the transaction is expected to close in the second quarter of 2019. Spark Therapeutics’ will continue its operations in Philadelphia as an independent company within the Roche Group

Under the terms of the merger agreement, Roche will commence a tender offer to acquire all outstanding shares of Spark Therapeutics common stock, and Spark Therapeutics will file a recommendation statement containing the unanimous recommendation of the Spark Therapeutics board that Spark Therapeutics’ shareholders tender their shares to Roche.

Spark’s commercial product is Luxturna (voretigene neparvovec-rzyl), a one-time gene-therapy product indicated for treating biallelic RPE65 mutation-associated retinal dystrophy, a rare form of inherited vision loss. The drug was approved by the US Food and Drug Administration in 2017 and is currently marketed in the US. The European Commission granted marketing authorization in 2018.

Spark Therapeutics’ lead clinical asset is SPK-8011, a gene therapy for the treatment of hemophilia A, expected to start Phase III development in 2019. Spark Therapeutics also has other assets in development for hemophilia B, Pompe disease, Huntington’s disease, and Stargardt disease.

Source: Roche and Spark Therapeutics