Jazz Pharmaceuticals Acquires SpringWorks Therapeutics’ FAAH Inhibitor Program

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Jazz Pharmaceuticals plc (Nasdaq: JAZZ) and SpringWorks Therapeutics, Inc. (Nasdaq: SWTX) (“SpringWorks”) today announced that Jazz Pharmaceuticals Ireland Limited (“Jazz”) and SpringWorks have entered into an asset purchase and exclusive license agreement under which Jazz has acquired SpringWorks’ fatty acid amide hydrolase (“FAAH”) inhibitor program including PF-04457845. Jazz will initially focus on developing PF-04457845 for the potential treatment of post-traumatic stress disorder (“PTSD”) and associated symptoms.

“Adding to our robust and productive pipeline, the acquisition of SpringWorks’ FAAH inhibitor program is a strong fit for Jazz as we continue to build out our mid-stage neuroscience portfolio,” said Robert Iannone, M.D., M.S.C.E., Executive Vice President, Research and Development of Jazz Pharmaceuticals. “This acquisition reinforces our unwavering commitment to developing and commercializing innovative medicines in areas of high unmet need, and, given there has been no new medication approved to treat PTSD for nearly two decades, we believe there is a significant patient need.”

“We believe that Jazz’s track record of developing and commercializing neuropsychiatric medicines will help ensure that PF-04457845 reaches its full therapeutic potential on behalf of patients suffering from PTSD,” said Saqib Islam, Chief Executive Officer of SpringWorks. “This transaction enables the continued development of the FAAH inhibitor program while simultaneously allowing SpringWorks to further optimize our growing targeted oncology portfolio across our three core focus areas of late-stage rare oncology, BCMA combinations in multiple myeloma and biomarker-defined metastatic solid tumors.”

PF-04457845 represents an innovative approach to treating PTSD with a novel mechanism of action that has the potential to address multiple core symptoms of the disease, including fear extinction, anxiety and disrupted sleep architecture. Clinical experience to date includes over 100 healthy volunteers and approximately 80 patients and PF-04457845 has demonstrated promising activity when studied in populations of relevance to PTSD, including fear extinction in healthy volunteers and anxiety symptoms in cannabis use disorder. Consistent with Jazz’s strategy to focus on life-changing medicines for people affected by conditions for which current therapies are lacking, Jazz will initially focus on developing PF-04457845 as a potential treatment in PTSD for patients with inadequate response to currently approved therapies.

Under the terms of the agreement, SpringWorks has assigned and exclusively licensed all assets relating to its FAAH inhibitor program to Jazz, including SpringWorks’ proprietary FAAH inhibitor PF-04457845 and its license agreement with Pfizer, Inc. (“Pfizer”), under which Pfizer licensed PF-04457845 to SpringWorks (“Pfizer Agreement”) in 2017.

In addition to assuming all milestone and royalty obligations owed by SpringWorks to Pfizer, Jazz will also make an upfront payment of $35 million to SpringWorks, with potential milestone payments to SpringWorks of up to $375 million upon the achievement of certain clinical, regulatory and commercial milestones. In addition, SpringWorks will receive incremental tiered royalties on future net sales of PF-04457845 in the mid- to high-single digit percentages.

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