Yokohama, Japan, November 30, 2021 – ARTham Therapeutics Inc. (Yokohama, Japan, CEO: Hiroshi Nagabukuro, “ARTham”) and the ARTham’s shareholders today entered into a share purchase agreement with respect to the acquisition of the ARTham by Kaken Pharmaceutical Co. LTD. (Bunkyo-ku, Tokyo, Japan, President and Representative Director: Hiroyuki Horiuchi, “Kaken”). As a result of this acquisition, ARTham will become a wholly-owned subsidiary of Kaken on a voting basis.

ARTham is a clinical stage biopharmaceutical company with its mission to deliver truly effective “medicines that matter” to patients with unmet medical needs. Through a rapid and efficient “virtual R&D operating model” based on collaboration with the best academia and business partners, we have advanced the R&D of our pipelines, ART-001 (slow-flow vascular malformation) and ART-648 (bullous pemphigoid). Currently, phase 2 clinical trials are being conducted to investigate the efficacy and safety of both compounds.

Kaken’s corporate philosophy is to “help improve the quality of life for patients by serving as many people as possible to return smiles of happiness to their faces, through supplying superior pharmaceuticals”. Since its establishment in 1948, Kaken has been engaged in the research and development of pharmaceuticals that meet the medical needs. In recent years, Kaken has been increasing its presence in the dermatology and orthopedics therapeutic areas, and its proprietary drug “Clenafin”, the first topical onychomycosis treatment in Japan, continues to grow as a global product.

After the acquisition, the two companies will collaborate on the development of ART-001 and ART-648 to ensure the success of the ongoing Phase 2 clinical trials. Upon successful phase 2 results obtained, Kaken will take over and pursue further research and development of these 2 assets including late-stage clinical development and global strategy. In addition to the development of ART-001 and ART-648, ARTham will contribute to the further enhancement of Kaken’s R&D capabilities by realizing synergies such as applying ARTham’s knowledge and experience in drug repositioning to Kaken’s existing compounds.

“We are very pleased to be collaborating with Kaken Pharmaceutical, which has been providing innovative medicines in the dermatology and orthopedics therapeutic areas, for the development of both ART-001 and ART-648. We have high expectations and strong confidence that these drug candidates, which were discovered through “virtual R&D” and “drug repositioning,” the cornerstones of our business model, will reach patients in the near future. As an Oita University-affiliated biotech company, we have been able to closely work together with many universities and research institutes on our R&D programs, which has been an essential driver in the successful progress of ART-001 and ART-648 to date.” said Hiroshi Nagabukuro, Representative Director and CEO of ARTham.

“This is a groundbreaking example of a drug-repositioning biotech start-up founded by Dr. Nagabukuro as a spin-out from a major pharmaceutical company. We have achieved the significant milestone only within 3.5 years having R&D strategy focusing on human proof of concept with this very strong team. we are in the business of maximizing the strength of our team specialized in acquiring human POC. I am confident that this will be one of the next major keys for the development of biotech in Japan.” said Hiroyuki Misawa, Director and Partner of Miyako Capital.

In accordance with the share transfer agreement, ARTham shareholders will receive an upfront payment of 55 oku yen (approx. US$48 million) from Kaken upon completion of the acquisition. In addition, depending on the progress of development in Japan and outside Japan, ARTham shareholders may receive up to approximately 72 oku yen (approx. US$63 million) by Kaken common stock in additional milestone payments.

Hiroshi Nagabukuro will continue to serve as Representative Director and CEO of ARTham after the acquisition. ART-002, another pipeline of ARTham, will not be included in the ARTham’s new pipeline lineup after the acquisition, and it will be transferred from ARTham to a new company to be established by Hiroshi Nagabukuro, before the closing of the acquisition.

The acquisition is expected to be completed by the end of year 2021, after the all-necessary procedures.

Contacts

TEL：045-225-8858

Email：info@arthamther.com