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Jazz Pharmaceuticals Announces Acquisition of Cavion, Inc.

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Tuesday, August 13, 2019

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DUBLIN - Jazz Pharmaceuticals plc (Nasdaq: JAZZ) today announced the acquisition of Cavion, Inc. through a merger with a Jazz subsidiary. Under the terms of the agreement, the former Cavion shareholders receive an upfront payment of $52.5 million and have the potential to receive additional payments of up to 260.0 million dollars upon the achievement of certain clinical, regulatory and commercial milestones, for a total potential consideration of 312.5 million dollars.

Cavion, a clinical-stage biotechnology company and now a wholly-owned subsidiary of Jazz, creates therapies aimed at modulating the T-type calcium channel for the treatment of chronic and rare neurological diseases. Cavion's lead molecule, CX-8998, has been evaluated in a Phase 2 randomized, placebo-controlled clinical study in patients with essential tremor. The study demonstrated proof-of-concept, supporting continued development of CX-8998 as a potential treatment for essential tremor.

"We are excited to continue the development of Cavion's lead asset, CX-8998, a first-in-class small molecule, for the potential treatment of essential tremor, a prevalent and disabling movement disorder," said Robert Iannone, M.D., M.S.C.E., executive vice president, research and development of Jazz Pharmaceuticals. "The acquisition of Cavion demonstrates our commitment to further diversify our pipeline and product portfolio with the addition of CX-8998, which has the potential to provide a meaningful treatment option to patients."

"Jazz shares Cavion's passion to develop differentiated therapies for patients," said Andrew Krouse, president and chief executive officer of Cavion, Inc. "We believe that Jazz Pharmaceuticals' development and commercial expertise will help realize the value of CX-8998 as a treatment for patients with essential tremor."

Cavion has appointed Fortis Advisors LLC as the shareholder representative. Cavion registered shareholders with questions regarding payment for Cavion stock should contact notices@fortisrep.com.

Advisors
Jazz Pharmaceuticals' legal advisor for the transaction was Hogan Lovells.

Cavion's financial advisor for the transaction was MTS Health Partners, L.P., its legal advisor was Cooley LLP and its strategic advisor was Pilot Health Advisors, LLC.

Jazz Pharmaceuticals Conference Call Details
Jazz Pharmaceuticals will host an investor conference call and live audio webcast on Monday, August 12, 2019 at 5:00 p.m. EDT/10:00 p.m. IST to discuss the acquisition. The live webcast may be accessed from the Investors section of Jazz Pharmaceuticals' website at www.jazzpharmaceuticals.com. Please connect to the website prior to the start of the conference call to ensure adequate time for any software downloads that may be necessary. Investors may participate in the conference call by dialing +1 855 353 7924 in the U.S., or +1 503 343 6056 outside the U.S., and entering passcode 3763956.

A replay of the conference call will be available through August 19, 2019 by dialing +1 855 859 2056 in the U.S., or +1 404 537 3406 outside the U.S., and entering passcode 3763956. An archived version of the webcast will be available for at least one week in the Investors section of Jazz Pharmaceuticals' website at www.jazzpharmaceuticals.com.

About CX-8998
CX-8998 is a first-in-class T-type calcium channel modulator and is the most advanced late-stage small molecule currently in development for essential tremor. CX-8998 was evaluated in the T-CALM Study, a Phase 2 double-blind, placebo-controlled clinical study of 95 patients with essential tremor conducted at 25 sites across the United States. Patients were randomized to one of two treatment arms, receiving either placebo or CX-8998. Results from the Phase 2 study were presented at the American Academy of Neurology in May 20191. (NCT03101241)

About Essential Tremor
About 6 million individuals in the U.S. are affected by essential tremor (ET). ET, the most common movement disorder, is characterized by a tremor – an involuntary shaking or trembling – most often of the hands or arms, which can significantly disrupt daily activities and social interactions.2

About Cavion, Inc.
Cavion, based in Charlottesville, VA and Cambridge, MA, a clinical-stage biotechnology company and now a wholly-owned subsidiary of Jazz, focuses on therapies aimed at modulating the T-type calcium channel for the treatment of chronic and rare neurological diseases. Cavion's portfolio of T-type calcium channel modulators is being developed to restore the brain's natural rhythms in a variety of neurological diseases such as essential tremor, Parkinson's disease tremor, neuropathic pain, and epilepsy with absence seizures.

About Jazz Pharmaceuticals plc
Jazz Pharmaceuticals plc (Nasdaq: JAZZ), a global biopharmaceutical company, is dedicated to developing life-changing medicines for people with limited or no options. As a leader in sleep medicine and with a growing hematology/oncology portfolio, Jazz has a diverse portfolio of products and product candidates in development, and is focused on transforming biopharmaceutical discoveries into novel medicines. Jazz Pharmaceuticals markets SunosiTM (solriamfetol), Xyrem® (sodium oxybate) oral solution, Defitelio® (defibrotide sodium), Erwinaze® (asparaginase Erwinia chrysanthemi) and Vyxeos® (daunorubicin and cytarabine) liposome for injection in the U.S. and markets Defitelio® (defibrotide), Erwinase® and Vyxeos® 44 mg/100 mg powder for concentrate for solution for infusion in countries outside the U.S. For country-specific product information, please visit www.jazzpharmaceuticals.com/medicines. For more information, please visit www.jazzpharmaceuticals.com and follow us on Twitter at @JazzPharma.

References

Papapetropoulos S, et al. Efficacy Results from a Phase 2, Double-Blind, Placebo-Controlled Study of CX-8998 a State-Dependent T-Type Calcium (Cav3) Channel Modulator in Essential Tremor Patients (T-CALM). Platform presentation at the American Academy of Neurology 71st Annual Meeting, May 4 to May 10, 2019 in Philadelphia, PA.
National Organization for Rare Disorders, https://rarediseases.org/rare-diseases/essential-tremor/#symptoms, accessed on August 12, 2019.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/jazz-pharmaceuticals-announces-acquisition-of-cavion-inc-300900270.html

Contact:
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Investor Relations
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U.S., +1 650 496 2717

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Jacqueline Kirby
Vice President
Corporate Affairs & Government Relations
Ireland, +353 1 697 2141
U.S., +1 215 867 4910
Source: Jazz Pharmaceuticals
4.0 from 1 vote
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