Emergent Biosolutions to Buy Adapt Pharma, NARCAN® Nasal Spray

• Acquisition advances Emergent’s mission, vision and strategic growth plan by:
• • Diversifying and expanding company’s presence within the public health threats market to respond to the opioid crisis, declared a public health emergency by the U.S. government
  • Broadening the company’s portfolio of only-in-class medical countermeasures with the addition of NARCAN^® (naloxone HCl) Nasal Spray, the only FDA-approved nasal form of naloxone indicated for the emergency treatment of known or suspected opioid overdose
  • Combining Emergent’s 20-year track record as a trusted partner to the Federal government with Adapt Pharma’s demonstrated success with state and local government and commercial channels
  • Providing opportunity to further expand awareness and availability of this convenient, easy-to-administer life-saving treatment
  • Enhancing Emergent’s product development pipeline with new treatment and delivery options to address opioid overdoses
• Expected to generate revenues of $200 million to $220 million and to be accretive to adjusted net income and EBITDA in 2019
• The company expects that, with the completion of this acquisition and the recently announced acquisition of PaxVax, it will achieve or exceed its growth plan goal of $1 billion in revenue in 2020
• Total consideration of up to $735 million, consisting of an upfront payment of $635 million and up to $100 million in cash for potential sales-based milestones. Upfront payment of $635 million consists of $575 million in cash and $60 million in Emergent common stock, all of which are subject to certain adjustments.
• Company to conduct conference call on August 28, 2018 at 5:00pm

Emergent BioSolutions Inc. (NYSE: EBS) announced today that it has entered into an agreement to acquire Adapt Pharma and its flagship product NARCAN^® (naloxone HCl) Nasal Spray, the first and only needle-free formulation of naloxone approved by the U.S. Food and Drug Administration (FDA) and Health Canada, for the emergency treatment of known or suspected opioid overdose as manifested by respiratory and/or central nervous system depression. Total consideration for the transaction is up to $735 million consisting of an upfront payment of $635 million and up to $100 million in cash for potential sales-based milestones through 2022. The upfront payment of $635 million consists of $575 million in cash and $60 million in Emergent common stock, all of which are subject to certain adjustments under the terms of the agreement.

Upon the closing of the transaction, Emergent will acquire the NARCAN Nasal Spray product and a development pipeline of new treatment and delivery options to address opioid overdose, and bring on approximately 50 employees, located in the U.S., Canada, and Ireland, including those responsible for supply chain management, research and development, government affairs, and commercial operations.

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