Deal Downside: Reduced Appetite for Risk
The volatility in the worldwide economic environment is creating less tolerance for risk. All companies, regardless of size,
are reducing costs and preserving capital. This "belt-tightening" is making companies more inwardly focused and less inclined
toward outside deals. An initial sign of this might be seen in the reduction in Phase II deals.
In the early 2000s, some large pharmaceutical and biotech companies would overlook or discount the level of risk surrounding
a potential asset in favor of filling their product pipelines. But in recent years, the tolerance for risk has dropped as
pipelines were slowly replenished through a combination of in-licensing, acquisitions, and internal development efforts (as
evidence by the Phase II Baby Boom). Even though companies are still competing to get the "right" deals done for the most
attractive assets available, they are wary of taking on development or financial burdens that may not bear appropriate returns.
Moreover, development organizations face the same belt-tightening applied to commercial organizations. Today's investment
dollars are dear, and they're not likely to be applied to riskier programs even if the rewards suggest the outlay is justified.
En Vogue Therapeutic Areas Offer an Upshot Versus Differentiated Drugs
Deal Upside: Competitive Nature of Select Therapeutic Areas
For those who attend the usual business development and partnering conferences around the globe, the most up-to-date information
on a given company's therapeutic areas of interest is found in companies' business development brochures. We recently consolidated
information provided by leading companies on the areas where they are focusing their licensing efforts.
Of the top 12 traditionally small molecule–focused pharmaceutical companies, all 12 have expressed an interest in oncology
and metabolic disease. Eleven of the 12 are looking for neuroscience (CNS) products, and nine of 12 are specifically looking
for pain products. On the other hand, only six companies report focusing on respiratory products, five companies are looking
for opportunities in gastroenterology (GI), and only four are interested in ophthalmology products. With large companies essentially
all looking for the same types of products, out-licensors with high-quality assets in desirable therapeutic areas will likely
have many suitors.
Deal Downside: Movement Away From Previous Therapeutic Areas
While many companies are moving toward oncology and CNS, industry headlines report movement away from certain other therapeutic
areas. We've seen that before. In the early 2000s, many companies moved away from respiratory and women's health conditions.
In September 2008, Pfizer surprised many when the company announced that it was cutting early-stage funding of cardiovascular
programs. Similarly, AstraZeneca signaled its de-prioritization of investment in GI when the company spun out several development
programs to Albireo in February of 2008.
In the long term, a select group of companies are likely to succeed by bucking the trends. Look for mid-sized companies focused
on GI or women's health to break out of the pack, as Shire (CNS and GI) or Gilead (infectious disease) did during the early
2000s. However, in the near term, it means that there are fewer targets for emerging companies developing assets in these
areas. Finding financing or attractive deal terms may be more difficult for these companies, even if they hold the assets
that prove in the end to have been the most attractive. These companies may have to look harder at options to commercialize
their own assets—which may lead to mergers within this group of companies in order to boost economies of scale.
As a result of the conflicting market pressures, the industry is headed for a shakeout. Companies with products with strong
profiles in desirable therapeutic areas will see increased interest and licensing activity, and will be positioned to succeed.
Companies that may have products in less-desirable therapeutic areas with less favorable profiles—or an inability to concisely
tell the value "story" around their product—will face troubled times, and quite possibly failure. In the past, a larger share
of these companies might have struggled on; some would have seen their products through the exhilarating experience of later-stage
development. Not this year. Only the companies that navigate carefully through this environment will see their products advance.
In order to survive the shakeout, smart out-licensing companies should do five things.
1. Evaluate your offering It is essential to evaluate the strengths and weaknesses of your portfolio in light of the factors driving market bifurcation.
Know where you stand, so you can fully understand your position in this changing marketplace. The sooner this is done, the
more time companies will have to take appropriate action.
2. Tell your story well It is critical that out-licensors have a well-thought-out approach to communicating the value "story" of their pipeline and
individual assets. While products with poor clinical data are likely to fail regardless of how they're positioned, proven
products are not necessarily guaranteed success. Be certain to put your offering in context within the market and the partner's
specific interests, and make an airtight case for the quality and value of your assets.
3. Leverage the advantage of multiple suitors Companies should ensure that they undertake a process to reach out to all parties who may be interested in an offering. Approach
your deal with an auction mentality, promoting a competitive environment among potential partners bidding to do business with
you. In a market environment where potential in-licensors are looking closely at the same therapeutic areas and products,
you should keep in mind that your valuation is partially driven by the fear that another company will scoop up your product.
4. Partner early Out-licensors need to partner early to ensure that they are negotiating with potential partners from a position of strength.
By no means should you be in financial distress while trying to negotiate; this will only attract "sharks" determined to take
advantage of the situation. Partnering early also ensures that you are not left holding the bag if the market turns or if
negative data is uncovered. Creative deal-structuring can work to preserve your share of future value, while at the same time
managing risk for both you and your partner. Of course, there's a risk/benefit trade-off, and some companies may choose to
wait for a potentially larger deal once an asset is in later stages. But more often than not, companies cannot afford the
trials in the interim.
5. Understand your potential partner's needs Out-licensors must understand and clearly communicate where their product fits in a potential partner's pipeline. Knowing
target companies inside-out, as well as the value your product can bring to their business, will raise your profile and position
you for a deal. For example, if the company you've targeted has an asthma product coming off patent in the next few years,
and you have a Phase III asthma product that is likely to be approved in the near term, then it's important to clearly communicate
the notion that you can fill a key pipeline gap for your potential partner.
The shakeout will bring with it headline deals and headline disasters. Large pharma and biotech companies are likely to pay
top dollar for products—or even companies—with a high probability of success. And it's also probable that we'll see bidding
wars for the highest value assets in the most sought-after therapeutic areas—namely oncology and CNS.
For those emerging companies that fail to recognize the prevailing trends, the end result could mean a last-minute "fire sale"
of assets in an effort to get cash on hand simply to survive or, even worse, bankruptcy. Licensors need to be both nimble
and savvy to ensure that they're on the right side of the shakeout and come out unscathed.
Ben Bonifant and Joe Dillon are executives in the Business Development Practice at Campbell Alliance, a pharmaceutical and biotech management consulting
firm. They can be reached at firstname.lastname@example.org