TiGenix agrees to $620-million voluntary public takeover bid from Takeda.

In a move designed to permanently expand upon an earlier exclusive ex-US license, development and commercialization agreement, Takeda Pharmaceutical has agreed to acquire Belgium-based stem-cell therapy company TiGenix. Takeda’s approximate $620-million voluntary public takeover bid has, according to Takeda, the unanimous support of the TiGenix Board of Directors, including its CEO.

The bid involves the acquisition by Takeda of 100% of the securities with voting rights—or that give access to voting rights—of TiGenix, not already owned by Takeda or its affiliates. To complete the deal, Takeda must obtain sufficient shares such that it owns shares representing or giving access to 85% or more of the voting rights. In addition, CX601 must obtain authorization in the European Union from the EMA. Compliance with the requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 must also be met. Assuming the transaction is finalized, which is expected near the end of the first quarter of 2018 or the beginning of the second quarter of 2018, TiGenix will become a wholly owned subsidiary of Takeda

TiGenix is focused on the development of stem-cell therapies for the treatment of gastrointestinal disorders. Takeda previously signed an exclusive ex-US license, development and commercialization agreement for Cx601, TiGenix’s leading investigational therapy, a suspension of allogeneic adipose-derived stem cells (eASC) injected intralesionally for the treatment of complex perianal fistulas in patients with Crohn's disease. Cx601 was recommended to receive a marketing authorization for this indication from the Committee for Medicinal Products for Human Use of the European Medicines Agency (EMA) in December 2017.