Paratek Pharmaceuticals Expands Portfolio with Acquisition of Optinose

Deal News | Mar 20, 2025 | Globenewswire

Paratek Pharmaceuticals Expands Portfolio with Acquisition of Optinose

Paratek Pharmaceuticals has announced its acquisition of Optinose, with a transaction value of up to $330 million. This deal is designed to maximize the recent label expansion of XHANCE, a drug-device product for chronic rhinosinusitis (CRS), expanding Paratek's reach to primary care providers. The merger agreement offers Optinose shareholders a 50% premium on their stock's closing price, with up to $14 per share inclusive of contingent value rights tied to future sales milestones. This acquisition aligns with Paratek's vision to grow into a multi-product enterprise focusing on specialty therapies. Key synergistic benefits include overlapping physician call points with Paratek's other product, NUZYRA, providing avenues for commercial growth. The transaction will be financed with funds from B-FLEXION Life Sciences, Novo Holdings, and debt from Oaktree Capital Management. Advisors for the transaction include Lazard for Paratek and Evercore for Optinose. Upon completion, Optinose will delist from NASDAQ.

Sectors

  • Pharmaceuticals
  • Healthcare
  • Biotechnology

Geography

  • United States – Both companies are based in the United States, with headquarters in Boston and Yardley, PA.

Industry

  • Pharmaceuticals – Both Paratek and Optinose operate in the pharmaceutical industry, focusing on specialized medical therapies.
  • Healthcare – The article deals with medicines and treatments for chronic rhinosinusitis, affecting the healthcare industry.
  • Biotechnology – Optinose provides biopharmaceutical solutions with its drug-device combination XHANCE, aligning with biotechnology.

Financials

  • $330 million – Total transaction value for the acquisition of Optinose by Paratek Pharmaceuticals.
  • $9 per share – Upfront cash consideration offered to Optinose shareholders.
  • 50% – Premium for Optinose's closing trading price as of March 19, 2025.
  • $14 per share – Potential consideration per share including contingent value rights.
  • $5 per share in CVRs – Contingent Value Rights based on future performance of XHANCE.
  • $1 per share – CVR payment if XHANCE achieves $150M in net sales in any calendar year before December 31, 2028.
  • $4 per share – Additional CVR payment if XHANCE achieves $225M in net sales in any calendar year before December 31, 2029.

Participants

NameRoleTypeDescription
Paratek PharmaceuticalsAcquiring CompanyCompanyA pharmaceutical firm expanding its reach in specialized therapies, particularly through products like XHANCE.
Optinose, Inc.Target CompanyCompanyA specialty pharmaceutical company focused on treatments for ENT conditions, including the XHANCE product.
B-FLEXION Life SciencesInvestorCompanyPart of a private investment firm providing capital for the acquisition.
Novo HoldingsInvestorCompanyAn investment firm managing Novo Nordisk Foundation's assets, involved in the acquisition funding.
Oaktree Capital ManagementDebt FinancingCompanyProvides debt financing for the transaction.
LazardFinancial Advisor to ParatekCompanyServed as the exclusive financial advisor to Paratek Pharmaceuticals during the deal.
Skadden, Arps, Slate, Meagher & Flom LLPLegal Advisor to ParatekCompanyLegal advisor to Paratek in the acquisition.
EvercoreFinancial Advisor to OptinoseCompanyServed as the exclusive financial advisor to Optinose during the acquisition deal.
Hogan LovellsLegal Advisor to OptinoseCompanyProvided legal advisory services for Optinose.
Evan Loh, MDChief Executive Officer of ParatekPersonCEO of Paratek Pharmaceuticals.
Ramy Mahmoud, MD, MPHChief Executive Officer of OptinosePersonCEO of Optinose, leading the company during the acquisition process.