ventac's china business draft shorter version_12-14-16a

Ventac Partners

VC/PE Investment & Strategic Partnerships in China

Melya Hughes Crameri, Ph.D.

Partner

Ventac Partners – London

[email protected]

+44 7415 572 682

Jonathan Myers, BSc., MBA

Partner

Ventac Partners – Shanghai

[email protected]

+86 13601989842

+1 (415) 202-3211 Scott Woodward

Partner

Ventac Partners – San Francisco

[email protected]

+1 (415) 720 5800

2

Table of Contents

• China – A Tremendous Opportunity- Market Overview- Cross Border Transactions

• About Ventac Partners- Global Business- Portfolio Companies - China Business

• The Ventac Team

• Ventac’s Track Record – Life Science Transactions

• Ventac’s China Venture Capital Relationships

• Summary - Why China? Why Ventac?

• Appendix- Examples of Cross-Border Transactions- Shanghai Partner Bio- Global Partners

33

China - Tremendous Opportunity

• Life Science in China is Booming –– China’s life science industry has been

growing at approximately 10-20% per year.

– #1 market in the world by 2020

– Massive government incentives

– Large pool of returnees that have come back to China to start new businesses

• Cross Border Deal Activity is Strong -– More than 85% of all partnerships in China

over the last several years.

– 90% cross border in 2015

– Flow of technology primarily into China

– $1.8B in partnering deals in 2014

– $4.2B in 2015

– 31% preclinical => significant early stage

– Licensing deals: 58%, Co-development: 23%

– Deal terms improving rapidly

• China VCs – Investing in Western Cos.– VC - $1.7B in 2014, $1.8B in 2015

– Cross border investment is happening

Source: World Bank, IMS, McKinsey, MOFCOM, CASS, CADF, NHFPC, ChinaBio

4

China – Massive Government Support

• Chinese government committed $125 billion for health care reforms:• Expanding insurance coverage

• Improving healthcare systems

• Promoting universal coverage

• The 12th Five Year Plan (‘11-’15) dedicated 33% of total budget to healthcare spending

• Traditional Chinese Medicine products outnumber NCEs by ~3:1

• Recognized need to shift away from TCM to more modern, effective treatments

• Recognized need to tackle certain disease areas, such as infectious disease (both bacterial and viral), in order to promote general welfare

5

China – Wide Range of Cross Border Deals

• Venture Capital Investment

• Corporate Investment

• Rx, Dx, Med. Devices, Formulation

• Improving Deal Terms as Competition Increases

• In-bound

• Out-bound

• Research Institute – Discovery Platform Co.

• Research Institute – CRO

• Chinese Co. – US University

• Chinese Co. – US JV with University

Investment

Licensing &

Partnering

M&A

Drug

Discovery

University

Tech-Trans.

Please see the appendix for specific examples.

66

About Ventac Partners

• Global consulting and transaction company

• Dedicated to life science

• Headquartered in Copenhagen, Denmark

• Grow our own portfolio of startups with several

successful exits to date

• 19 partners in N. America, Europe and Asia

• 7+ years experience in China (via Nine Bridges Capital)

• Experts in Life Science corporate/business development

77

19 Partners and 13 Offices on 3 Continents

Lund

Copenhagen

Basel

Madrid

San Diego

BoulderBoston

Munich

Trondheim

Düsseldorf

Shanghai

San Francisco

London

88

Ventac’s Global Business

Strategic Partnerships – Buy and Sell Side

- Pharma, SMEs, Tech-Transfer- All subsectors of Life Science- Licensing, JVs, M&A, virtually all deal structures

Venture Capital Fundraising

- Rx, Dx, Medical Devices, Healthcare IT- All subsectors of Life Science

Ventac Portfolio Companies

- Europe, Asia

Market Research

- Analysis of therapeutic/diagnostic/medtech areas invarious territories

- Mapping of companies/products- Market opportunity assessments

BD&L Training Workshops

- Life Science Executives- University Post-graduates / Post-Docs / Tech Transfer

8

9


• Spin out from Norwegian UST & Oslo University

• Focus on chronic inflammatory disorders. Currently in Phase II

for psoriasis. Preclinical development programs in

glomerulonephritis and rheumatoid arthritis

• Partnering discussions ongoing

• Developing third generation steroidal small molecules for

cancer

• Currently in advanced Preclinical testing

• Currently seeking investors and partners

• Spin-out from the Biomedical Centre (BMC) at Lund University,

Sweden

• Developing a tolerogenic vaccine – a unique treatment concept

for inducing immune tolerance.

• Currently in pre-clinical development

• Listing on stock exchange in Sweden in June 2015

10


• Spin-out from the Norwegian University of Science

and Technology, Norway, dedicated to develop novel

anti-cancer agents targeting DNA repair and cell

cycle control

• Currently in late pre-clinical development

• Recently completed series B financing round

• Spin-out from AMC, Holland, developing novel

treatments for immune mediated and

neurogenerative disorders

• Currently in late pre-clinical development

• Recently completed series B financing round

1111


• Spin-out from the Cancer Research Foundation in

Denmark

• Currently in late pre-clinical development with a

therapeutic vaccine against NSCLC

• Planning listing on stock exchange in Sweden in

November 2015

• Spin-out from the Hellenic Pasteur Institute,

Greece.

• Currently in pre-clinical development with an

antibody against extracellular hsp90 target

• Looking for Series A funding

12

Ventac’s China Business

Strategic Partnerships – Buy and Sell Side

- Pharma, SMEs, Tech-Transfer- All subsectors of Life Science- Licensing, JVs, M&A, virtually all deal structures

Venture Capital Fundraising

- Rx, Dx, Medical Devices, Healthcare IT- All subsectors of Life Science

13

Ventac’s China Team

• Ventac Partners currently has 20 partners and 14 offices across North America, Europe, and Asia

• All with previous industry experience in strategy and operations, executive and non executive management, and/or extensive fund raising, business development and deal making track records

• Partners brought into a project as needed, including potentially a full turn-around or M&A team, enabling Ventac to efficiently scale up or down as needed

• Mikael Oerum – Copenhagen• Founder, Ventac Partners• Current CEO, Avexxin• Board Chair, HUNT Biosciences, others

• Jonathan Myers – Shanghai• Former BD, Pain Tx, Onyx, Chiron, Roche• Numerous transactions worldwide• Expert in Life Science Valuation• BSc., Chemical Engineering• MBA, Rotterdam SOM, Erasmus Univ.

• Randy Berholtz – San Diego• General Counsel to ACON Group from

Hangzhou• Extensive China fundraising experience• Venture Capital COO and Senior Advisor• Experience in partnering in the pharma,

device and Dx fields field in China• Extensive knowledge of Chinese IP, law and

litigation

14


• Melya Hughes Crameri, PhD – London• Strategic Advisor to numerous US &

European life science companies• Previously Founder & CEO of Evolva Inc.

& EVP Evolva SA (EVE.SW - $50M risk capital raised and $80M non-dilutive)

• Extensive experience in negotiation

• Neil Thomas – Madrid & London• 19 years executive and board level

experience in biotech and medtech. • Investee company experience in 5 VC

funding rounds totaling $117m USD• PhD, University of Durham, UK

• Joseph Tucker - Boston• Current CEO, Epimeron• Former CEO, Taiga Bioactives,

Pharmavation, Stem Cell Therapeutics• Ph.D. Univ. of Calgary

15


• Dede Willis – Boulder• 30 years in startups and turnarounds• Board Member Panion Animal Health AB• CEO Orbit Genomics (incorporating soon)• Former Co-founder and COO Boulder

Diagnostics Inc (now Oxford Immunotec)• Former CEO Proligo Biochemie GmbH

and VP Operations Proligo LLC• B.Sc. Chemical Engineering, MBA

• Scott Woodward – San Francisco• 20 years in various Healthcare

Leadership Roles• Global VP-Biomarker Operations for a US

Headquartered multi-national CRO• Extensive dealmaking experience in

private equity and pharma

Ventac Partners Select Track RecordFinancing * M&A *

$200,000,000

Strategic Alliance & License

2006

Licensing *

$900,000,000 $380,000,000

2009

$11,500,000

2013

$58,500,000

2010

$500,000,000

2011

$917,000,000

2013

$50,000,000

2006

$450,000,000

Acquisition by

2014

$7,500,000

Merged with

2003

$21,800,000

2013

$348,000,000

2013

$1,800,000,000

2013











Series B

2007

2008

$30,000,000

2007

$14,000,000

2012

Series C

F-1 Prepared

2014

Preparation for IPO at NASDAQ

Dual Track / M&A by Roche

Series D

$Not disclosed

2007

Co-ownership & License

Professor Imanishi &

Pantheco

$Not disclosed

Acquisition of 8 drugs

2013

This image c

This image c

This image c

$6,700,000

2012


$10,000,000

2000

Private Placement to a consortium of Nordic

Investors

Lead Manager

$13,000,000

2001

Private Placement to a consortium of Nordic

Investors

Sole Manager

$Not disclosed

2000

Worldwide rights to LNA technology

$180,000,000

2000

Worldwide semi-exlusivemanufacturing rights to

LNA technology

$Not disclosed

2000

Use of LNA in clinicaldiagnostics

€23,000,000

2004

€10,500,000

2006

€17,000,000

2003

Series BPrivate Financing

Series CPrivate Financing

Private Financing

$400,000,000

2005

Strategic Alliance &

License

$4,000,000

2014

Series A

$10,300,000

2006

Series A (2nd

closing)

$47,000,000

2009

Series B

$35,000,000.

2000

Novartis Research Foundation

Partnership

$Not disclosed

Merged with

2014

$Not disclosed

Acquisition of

2014

$700,000,000

2007

€27,200,000

2007

€27,000,000

2009

Series B Series C

SummaryLicensing Deals - 18 deals done (3 not disclosed), valued at $6.45B+Financings - 14 deals done (1 not disclosed) valued at $296M+M&A - 5 deals done (3 not disclosed) valued at $458M+

16

17

China VC Relationships

• We maintain an active database of 100+ life science investor relationships

• These firms are on our “First To Call” List

• Other investors include:– W.I. Harper

– Mingly China Growth Fund

– DFJ Dragon Fund

– Mustang Ventures

– Mitsui Global Investment

18

PE Relationships & Targets

• Ventac’s China focused PE relationships and targets include thefollowing.

• Some are PEs, while others are VC/PE hybrids

• Some PE investors, such as Milestone Capital, will syndicate PE investments

19

Why China? Why Ventac?

• The Time for China is Now

– Market is growing, deal terms are improving and China is hungry for good Western technology

• China is Not Without Risk

– IP theft, unethical business practices, poor manufacturing, corrupt regulatory/certification processes and fluid rule of law are typical problems

– Ventac will guide you to work with the best people and companies

• Ventac Can Help Your Company With Virtually All Cross Border Transactions in China Life Science

– Experience with just about any deal structure you can imagine, including VC funding, licensing, joint ventures, M&A, divestitures tech-transfer agreements, strategic partnerships and so on

Strong

Demand

Strong

China

Demand

China Is

Complex

Ventac

China

Ventac

Knows

China

20

Ventac Partners

Please Contact Us

Melya Hughes Crameri, Ph.D.

Partner

Ventac Partners – London

[email protected]

+44 7415 572 682


Partner

Ventac Partners – Shanghai

[email protected]

+86 13601989842

+1 (415) 202-3211Scott Woodward

Partner

Ventac Partners – San Francisco

[email protected]

+1 (415) 720 5800

21

Appendix

22

Examples of Cross-Border Transactions

• Cross Border Financings:– Case 1 – VC Investment:

– Investor: Lilly Asia Ventures

– Portfolio Company: Crown Biosciences

– Deal Summary: Crown Bioscience closed a $26.6 million Series D funding round led by Lilly Asia Ventures Fund II. CrownBio is a preclinical CRO, specializing in oncology and metabolic disorders, headquartered in California with labs in Beijing, Taicang (China), the UK and North Carolina. CrownBio said it would use the money to expand its platform technologies and make acquisitions. (May, 2014)

– Case 2 – VC Investment:

– Investor: BVCF

– Portfolio Company: MicuRx Pharmaceuticals

– Deal Summary: MicuRx Pharmaceuticals, a San Francisco-Shanghai antibiotics company, raised $25 million in Series B financing (see story). The round was led by BVCF (formerly BioVeda) and joined by previous investors Morningside Group and Devon Park Bioventures. The proceeds will be used to fund the US-China development of MRX-I, which has completed a Phase I clinical trial in China. MRX-1 is a novel oral oxazolidinone antibiotic that targets drug-resistant infections. (August, 2013)

23

• Cross Border Licensing Deals– Case 1 – Drug Development:

– Licensee: Zhejiang Hisun, China

– Licensor: Celsion, USA

– Deal Summary: Zhejiang Hisun licensed Thermadox, a liposomal formulation of doxorubicin for primary liver cancer. Terms included: $5M Option Payment Upfront, $5M Payment after exercising the Option, $25M License upfront (net $15M after deducting option payments), $55M in R&D Milestones, $45M in Sales Milestones, Tiered double digit royalties. (January, 2013)

– Case 2 – Drug Formulation:

– Licensee: Sihuan Pharma, Hong Kong

– Licensor: to-BBB, Netherlands

– Deal Summary: Sihuan to perform feasibility studies on certain of Sihuan’s existing drugs in to-BBB’s G-Technology® delivery system . If successful, the tests will lead to a collaborative effort to develop one or more compounds. The G-Technology® - delivery system allows drugs to cross the blood-brain barrier and, at the same time, facilitates sustained release of the active ingredients. (December, 2013)


24

• Cross Border Discovery Collaborations:– Case 1 - Research Institute-CRO:

– Partner 1: Shanghai Institute of Materia Medica (SIMM), China

– Partner 2: Crown Bioscience, USA

– Deal Summary: As a first step, the two entities will build the world’s largest mouse clinical trial center by combining their collections of patient-derived xenograft (PDX) models. Then, using Crown’s oncology discovery and translational capabilities, the center will accelerate development of SIMM’s oncology drug candidates. Crown is a US-headquartered CRO with its lab operations in China. (November 2013)

– Case 2 – Research Institute-Drug Discovery Company:

– Partner 1: iHuman Institute at ShanghaiTech University, China

– Partner 2: RuiYi, US/China

– Deal Summary: RuiYi, a San Diego-Shanghai innovative drug discovery company, formed a research collaboration with iHuman Institute at ShanghaiTech University (see story). The collaboration will use RuiYi's iCAPS technology to create novel monoclonal antibodies. Ray Stevens, PhD, a structural biologist at San Diego’s Scripps Institute, is the Founding Director of the iHuman Institute and the Scientific Founder of RuiYi. In addition, RuiYi announced that it closed a $4 million debt financing from Silicon Valley Bank. (June, 2014)


25

• Cross Border Mergers & Acquisitions:– Case 1 - Clinical CRO acquires preclinical CRO:

– Acquirer: Tigermed, China

– Target: Frontage Labs, USA/China

– Deal Summary: Hangzhou Tigermed Consulting (SHE: 300347), a China clinical-stage CRO, will add pre-clinical capability to its service offerings by paying $50.2 million to acquire a 70% stake in Frontage Labs, headquartered in Pennsylvania. Frontage Labs provides both pre-clinical and clinical CRO services through its facilities in Pennsylvania and the Zhangjiang Hi-Tech Park in Shanghai. Tigermed said Frontage would continue to operate independently, with its current management team, led by CEO Dr. Song Li, remaining intact. (May 2014)

– Case 2 – Medical Devices Acquisitions:

– Acquirer: Shanghai Fosun, China

– Targets: Several Israeli Medical Devices Companies

– Deal Summary: Shanghai Fosun Pharma (SHE: 600196; HK: 02196) is planning to acquire a number of Israeli medical device companies, and has already begun due diligence on several, according to the company’s CEO, Fang Yao. The news comes one year after Fosun paid $240 million to acquire Alma Lasers, an Israeli company that makes high-end wrinkle-smoothing devices. Fosun may incorporate all of its acquired Israeli operations under Alma, said Yao. (June, 2014)


26

• Cross Border University Collaborations:– Case 1 - China-USA University Collaboration:

– Company: HD Biosciences, China

– University: Marshall University, USA

– Deal Summary: HD Biosciences, a Shanghai drug development CRO, will partner with Marshall University of West Virginia to develop innovative treatments for cancer. The partners will share the costs of discovery and development of the drugs, and they will also own IP and commercialization rights jointly. The Marshall Institute for Interdisciplinary Research (MIIR) and the Marshall University Joan C. Edwards School of Medicine will be HD Biosciences’ partners. (July 2014)

– Case 2 – JV in US to Develop University Technologies:

– Companies: Gloria Pharma, China, Cumberland Pharma, USA

– University: Vanderbilt University, USA

– Deal Summary: Harbin Gloria Pharma (SHE: 002437), a China injectable drugmaker, has joined Cumberland Pharma (NSDQ: CPIX) of Tennessee in Cumberland Emerging Technologies, a translational R&D effort. Both companies have made $1 million investments in CET, though Cumberland remains the majority owner. Gloria will have the right of first refusal on China rights to CET’s product candidates, which are discovered at Vanderbilt University in Nashville and other regional research centers. (May, 2014)


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Ventac Partner Bio - Shanghai


• Jonathan, who has lived and worked on four continents, has 17+ years experience in VC fundraising as well as phases of pharma/biotech transactions, from initial screening to due diligence to valuation, negotiation and closing. This experience includes practically all deal structures, including in-licensing, out-licensing, joint ventures, and mergers & acquisitions.

• Prior to Ventac Partners, Jonathan was Founder and Managing Director of Nine Bridges Capital, a Shanghai based life science financial advisory and business development consulting firm. Jonathan has also worked in various business development and corporate finance roles pharma/biotech industry in the San Francisco Bay Area and in Basel, Switzerland for companies including Pain Therapeutics, Onyx Pharmaceuticals Chiron Corporation and Roche. Jonathan worked on over 50 deals during his time in the Bay Area and accomplishments of note include the completion of a $400M out-licensing deal as well as various in-licensing deals, drug formulation deals, manufacturing deals and option agreements. Jonathan began his pharma/biotech career in a hybrid corporate finance/business development role, building valuation models in support of deal negotiation and running the due diligence process for many deals at Chiron Corporation.

• Prior to receiving his MBA from the Rotterdam School of Management, Erasmus University, Jonathan was a chemical process engineer with Nobel Industries (Akzo Nobel), in Sweden, Chile and the United States, having received is BSc degree in chemical engineering from Michigan State University.

Ventac’s Global TeamConsulting, Startups, Strategic Transactions and Fundraising

MikaelØrum Martin

Austin

DedeWillis

Melya HughesCrameri

AartiKapoor

KostasAlevizopoulos

BengtWestrin

MirkoStange

LarsHedbys

PeterDamsbo

Rolf Ehrnstrom

RobertBuchanan

Scott Woodward

Neil Thomas

DennisHenriksen

Pharma – Biotech – Medtech

JonathanMyers

CarlosVelez

HenrikStage

RandyBerholtz

ventac's china business draft shorter version_12-14-16a

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