Everest Medicines Issues Supplemental Announcement on Discloseable Asset Purchase Transaction

Key Highlights

• Everest Medicines Limited has provided further details regarding its previously announced Asset Purchase Agreement, which constitutes a discloseable transaction under Hong Kong listing rules.
• The transaction involves the acquisition of rights related to a novel, self-administered nasal spray for the acute treatment of Paroxysmal Supraventricular Tachycardia (PSVT), a significant and underserved market in China.
• The agreement includes the assignment of several ancillary agreements, ensuring Everest Medicines assumes all relevant operational, regulatory, safety, and supply obligations related to the product.
• The transaction’s consideration was carefully determined based on the product’s development stage, market potential, regulatory status, and associated risks.

Detailed Transaction Overview

1. Structure and Scope of the Asset Purchase

The transaction covers the assignment of contracts from the seller, including a license and collaboration agreement with Milestone Pharmaceuticals (NASDAQ: MIST), as well as supply, safety data exchange, and quality agreements. These contracts are standard in the pharmaceutical industry and are critical to ensuring seamless transition and ongoing commercialization of the product.

• Excluded Liabilities: Everest Medicines will not assume any liabilities related to clinical operations, manufacturing, supply chain activities, or regulatory applications incurred by the seller prior to closing. Such liabilities remain with the seller.
• Ancillary Agreements: These cover essential operational aspects such as sourcing, safety monitoring (pharmacovigilance), and quality assurance, ensuring that Everest Medicines takes over all necessary obligations to maintain the product’s market readiness and compliance.

2. Regulatory and Operational Continuity

The transaction was subject to the approval of Milestone Pharmaceuticals as the licensor, which has now been obtained. This removes a significant condition precedent to closing and signals the imminent completion of the deal.

• The assigned contracts ensure Everest Medicines can seamlessly continue the supply, safety monitoring, and quality oversight of the product, which is vital for regulatory compliance and commercial success.

3. Seller and Counterparty Information

• Seller’s Ownership: The seller is ultimately controlled by Dr. Roderick Wong, Managing Partner and Chief Investment Officer of RTW Investments, LP. He is not connected to Everest Medicines, ensuring the transaction is conducted at arm’s length.

4. Consideration and Strategic Rationale

• The purchase price was determined after considering the product’s stage of development, the potential patient population (estimated at 3 to 6 million in China), and unmet medical needs in the Chinese market.
• The product is the first and only self-administered nasal spray approved in over 30 years for the rapid conversion of PSVT to normal rhythm in adults. It was approved by the U.S. FDA and is currently under review by China’s National Medical Products Administration (NMPA), with a decision expected in Q3 2026.
• The Board factored in a risk discount for regulatory and clinical uncertainties, as well as the contingent payment obligations under the assigned contracts.
• This acquisition positions Everest Medicines uniquely in the Chinese cardiovascular market, with a product capable of addressing a significant and currently underserved patient group.

Shareholder Implications & Price Sensitivity

• Potential Share Price Impact: The completion of this deal could be highly price sensitive, as it provides Everest Medicines with exclusive rights to a first-in-class, self-administered therapy for PSVT in China.
• Regulatory Milestones: The product’s pending regulatory approval in China represents a key near-term catalyst. Approval would unlock substantial commercial opportunities and could drive significant upside for shareholders.
• Risk Factors: Investors should note that the consideration includes risk-adjusted elements reflecting the chances of obtaining regulatory approval and potential future payments.
• Operational Readiness: The transfer of all ancillary agreements ensures Everest Medicines is well positioned to commercialize the product efficiently upon approval.

Board and Governance Update

The Board comprises a mix of executive and non-executive directors, with Mr. Yifang Wu serving as Chairman and Executive Director. This announcement was approved and issued under his authority.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence and consult professional advisors before making investment decisions. Everest Medicines’ share price may be affected by regulatory outcomes, commercial performance of the acquired asset, and broader market conditions.

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