Sun Pharma to Acquire Checkpoint Therapeutics for $355 Million, Bolstering Onco-Dermatology Portfolio

Sun Pharmaceutical Industries Ltd (NSE: SUNPHARMA, BSE: 524715), India's largest pharmaceutical company, has announced a strategic move to acquire Nasdaq-listed Checkpoint Therapeutics, Inc. (NASDAQ: CKPT) for up to $355 million. This acquisition is set to strengthen Sun Pharma's global specialty product portfolio, particularly in the onco-dermatology segment.

Deal Structure and Valuation

The transaction involves:

• An upfront cash payment of $4.10 per share of Checkpoint's common stock
• A premium of approximately 66% to Checkpoint's closing share price on March 7, 2025
• A non-transferable contingent value right (CVR) of up to an additional $0.70 per share, subject to regulatory approval for Cosibelimab in Europe

Strategic Rationale

Sun Pharma's Chairman & Managing Director, Dilip Shanghvi, emphasized the strategic importance of this acquisition:

"Combining UNLOXCYT, an FDA-approved anti-PD-L1 treatment for advanced cutaneous squamous cell carcinoma, with Sun Pharma's global presence means patients with cSCC may soon have access to an important, new treatment option. The acquisition further bolsters our innovative portfolio in onco-derm therapy."

Key Asset: UNLOXCYT

The centerpiece of this acquisition is UNLOXCYT™ (cosibelimab-ipdl), Checkpoint's FDA-approved treatment for adults with metastatic or locally advanced cutaneous squamous cell carcinoma (cSCC) who are not candidates for curative surgery or radiation. This addition significantly enhances Sun Pharma's position in the growing field of immuno-oncology.

Market Opportunity

Cutaneous squamous cell carcinoma (cSCC) represents a substantial market opportunity:

• Second most common type of skin cancer in the United States
• Estimated annual incidence of approximately 1.8 million cases in the U.S.
• About 40,000 cases becoming advanced each year

Financial Aspects

For the nine-month period ending September 2024, Checkpoint reported:

Closing Conditions and Timeline

• Expected closing: Second calendar quarter of 2025
• Subject to customary closing conditions, including regulatory approvals and Checkpoint stockholder approval
• Fortress Biotech, Inc., Checkpoint's controlling stockholder, has agreed to vote in favor of the transaction

Industry Impact

This acquisition underscores:

• Ongoing consolidation in the pharmaceutical industry, particularly in specialty and oncology segments
• Sun Pharma's commitment to expanding its presence in the U.S. market
• Strengthening of Sun Pharma's specialty medicine portfolio

Conclusion

The acquisition of Checkpoint Therapeutics represents a significant step for Sun Pharma in enhancing its global specialty product offerings, particularly in the high-growth area of onco-dermatology. With UNLOXCYT now in its portfolio, Sun Pharma is well-positioned to address the unmet needs of patients with advanced cSCC, leveraging its global presence to improve patient access to this innovative treatment.

As the pharmaceutical landscape continues to evolve, strategic acquisitions like this one demonstrate how companies are adapting to meet the growing demand for specialized and targeted therapies in oncology and dermatology.