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About Us
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Business Development
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Your Needs?
S. Jordan Associates (SJA) is a management
consul6ng firm dedicated
to:
•
Assis6ng early-‐stage/growth companies accelerate
therapeu6c, medical device, and healthcare
informa6on technology (HIT) development programs
via business development (licensing), private
placements and “exits” (M&A)
•
Empowering search and evalua6on teams source
premium deal flow globally via Financial
Technology (FinTECH)
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Emerging Growth
Companies,
“Sell Side
”BioPharma, Medical Devices, Medtech; Investors
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OVERVIEW
• Accomplished life sciences execu6ve with over 25+ years of experience nego6a6ng strategic corporate alliances, securing interna6onal licensing agreements, building na6onal sales teams, and contribu6ng to successful product development, approval, and launch
• Cross func6onal experience including leadership roles in sales & marke6ng, licensing, finance, and business development
• Level II Candidate in the Chartered Financial Analyst (CFA) Program and holds Series 7, 66, 63 & 31 Cer6fica6ons
CAREER HIGHLIGHTS
• Launched the world’s first equity crowdfunding placorm sponsored by a stock exchange (Singapore, SGX), and venture capital firm (Clearbridge Accelerator), CapBridge hRp://www.capbridge.sg/s/
• Founder of Healthios’ investment marketplace, HealthiosXchange, hRp://www.healthiosxchange.com/ ; raised over $150 million for private emerging growth healthcare companies from 2013-‐2015
• Signed a licensing agreement with Nippon Kayaku, a leading Japanese pharmaceu6cal company with over $1.2 billion in revenues, for the rights to IL13-‐PE38QQR (fusion protein -‐ glioblastoma mul6forme) on December 28, 2004. NeoPharm received a $3 million upfront payment with poten6al milestones of $25 million
• Nego6ated a licensing agreement with Wyeth-‐Ayerst for the rights to NeoPharm’s LErafAON (an6sense) in
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In a recent leRer to shareholders, JP Morgan CEO Jamie Dimon warned of growing compe66on for Wall Street in the form of tech start-‐ups. “Silicon Valley is coming,” Dimon said in the leRer, which touched on technologies as varied as mobile payments, bitcoin and peer-‐to-‐peer lending. “There are hundreds of start-‐ups with a lot of brains and money working on various alterna6ves to tradi6onal banking,” the CEO warned.“Alterna6ve Finance is a new phenomenon, and it is taking the world by storm. With over 1,250 crowdfunding placorms worldwide, this new model of collabora6ve funding is breaking boundaries and defying the status quo as to how issuers source capital. In light of this paradigm ship and plethora of placorms, we perceived the need to develop an alterna6ve finance aggregator that would instantaneously display quality private investment opportuni6es from curated placorms, all in one centralized marketplace.”
— “Democra6sing Finance, Alterna6ve Finance Demys6fied,” DealIndex, July 2015
BANKING:
PRIVATE
PLACEMENTS:
FINANCIAL TECHNOLOGY (FINTECH)
Source
Licensing Partners ONLINE INVESTMENT MARKETPLACES
BIOPHAMA, MEDICAL DEVICES,
MEDTECH; INVESTORS
COMPANIES Access to Deal Flow
• Business development, private inves6ng, and M&A are moving “online” – while alternaBve finance started off as seed
stage endeavor, more recently plaGorms have begun to emerge at different stages in the funding cycle disrupBng tradiBonal insBtuBons
• Online global inves6ng reached $16.4B in 2014 – over 1,250 crowdfunding plaGorms worldwide
• Alterna6ve finance is drawing more established issuers – originally seen as a soluBon to the long-‐standing funding gap for
early stage companies appearing in the wake of the 2008 financial crisis, the ability for issuers to raise capital more quickly and at a lower cost than would otherwise be possible at tradiBonal insBtuBons
• Alterna6ve finance is removing informa6on barriers and informaBon inefficiencies existing in the private market, opening
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• >3,300 members – Accredited Investors, Early-‐ Stage/Growth
Company Execu6ves, Investment Professionals, Strategic Buyers
• 700 “Ac6ve” healthcare companies in 46 Market Sectors Seeking
Licensing Partners, Financings, and/or “Exits”
• Sponsors – S. Jordan Associates and Healthios, Chicago-‐Based
Healthcare Investment Bank
• The World’s Premier “Direct Inves6ng” Placorm
• Sponsored by the Singapore Stock Exchange (SGX), Venture
Capital Firm -‐ Clearbridge Accelerator, and HealthiosXchange
• SGX -‐ Raise, Capital for Small-‐Medium Size Enterprises (SME),
Fund Alloca6on, Shares depository (“IPO On Ramp”)
U.S. and Europe Asia Pacific
Business
Development
Strategic Advisory
Private Placements
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Business Development + Strategic Advisory +
Private Placements = Comprehensive Suite of
Services Devoted to Maximizing Shareholder Value
Partner with SJA -‐ Execute Licensing Agreements with
Large BioPharma, Medical Devices, HIT Companies
Hire SJA as Your “Internal” Investment Banking Team Acquiring
Products/Companies
Collaborate with SJA and Healthios Sourcing Capital
From Ins6tu6onal and “Alterna6ve” Investors
Business
Development
“…it’s a widely-‐held belief that a cri4cal element of
excep4onal R&D organiza4ons in the future will be
crea4ve BD engagement.
In short, great BD and
R&D are becoming synonymous with each other.”
— Bruce Booth, “External Innova6on: Force Mul6plier for R&D,”
Forbes, 6/26/15
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BUSINESS DEVELOPMENT SERVICES
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BUSINESS DEVELOPMENT: Established track record of assis6ng early-‐stage/growth companies structure licensing and co-‐ development/JV agreements with major BioPharma, Medical Device, Medtech and Healthcare Services companies
(“Strategics”), including:
1. “Understanding the Process”
• “When Should I Partner?”
• “Am I Ready to Partner?”
• Define Goals Including Timelines
• AlternaBve Corporate Structures (LLC, C-‐Corp)
• AlternaBve Licensing Structures (Early Pharma Structured Buyouts)
2. Core Document Prepara6on
• ExecuBve Summary
• Management PresentaBon
• Financial ValuaBon/Modeling
3. Iden6fy, Communicate, Manage Licensing Agreements w/Strategics:
• Iden&fy – SJA “Rolodex” and Data AnalyBcs (HealthiosXchange, Capbridge)
• Communicate – Online (email, social media), Offline
(partnering events, one-‐on-‐one’s)
• Manage/Due Diligence
4. Nego6a6on
• Term Sheets
• Full Agreement
5. Closing, “Win”
SJA Track Record:
➢ Supervised business development ini6a6ves for IRX Therapeu6cs
leading to collabora6on with a leading pharmaceu6cal company in 2014
➢ Advised Advanced Life Sciences on securing a licensing partner for
the Company’s next-‐genera6on an6bio6c in Community Acquired Pneumonia (CABP), RestanzaTM/cethromycin, resul6ng in a LeRer of Intent (LOI) from a major Italian pharmaceu6cal company (2013)
➢ Signed a licensing agreement with Nippon Kayaku, a leading
Japanese pharmaceu6cal company with over $1.2 billion in revenues, for the rights to IL13-‐PE38QQR (fusion protein -‐ glioblastoma mul6forme) on December 28, 2004. NeoPharm received a $3 million upfront payment with poten6al milestones of $25 million
➢ Iden6fied opportuni6es for out-‐licensing NeoPharm’s proprietary
liposome drug delivery technology, NeoLipidTM. Signed licensing distribu6on agreements with Nippon Gene6cs and Avan6 Polar Lipids in 2003-‐04.
➢ Nego6ated a licensing agreement with Wyeth-‐Ayerst for the rights
to NeoPharm’s LErafAON (an6sense) in 2002
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“Future of Innova6on in the life sciences will be defined
by a converging R&D ecosystem that brings larger
BioPharma companies, young biotech's, VC’s and
academia together in new collabora6ve models.”
— Bruce Booth, “External Innova6on: Force Mul6plier For R&D,” Forbes, 6/26/15
CREATIVE DEAL STRUCTURING -‐ EXTERNAL R&D:
1. Direct External Innova6on Models -‐ Partnering Around a Specific
Company/Project
• Venture Co-‐Crea6on – Large Pharma/Medical Device parBcipate with venture capital firms in early moments of launching a
company
• Built-‐to-‐Buy Deals – Asset-‐centric drug discovery startups, with pre-‐defined acquisiBon rights at Development Company
nominaBon
• Broad Company Accelera6ng R&D Collabora6ons – Upfront
capital in exchange for pre-‐specified product rights (e.g. Agios/
Celgene)
2. Fund Related Porcolio Approaches – Large Pharma/Medical
Device Expand Reach and Exposure to Innova6on
• Corporate Venture Capital – Syndicate partners of choice in the
early-‐stage arena
• Limited Partnership Commitments – To established venture funds
• Op6on Funds – Either in-‐house funds with product rights or LP-‐ relaBonships where Pharma/Medical Device gains direct rights to opBon-‐in or access the underlying investments in the porGolio
3. Open Innova6on Models
• Academic Partnerships
• Consor6a-‐based Pre-‐Compe66ve
• Internal Capabili6es Sharing
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RESEARCH
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“While the list itself is interes4ng, and each drug could be a blockbuster, I
wanted to call aHen4on to something the Goldman report and many
others haven’t highlighted directly: the instrumental and essen4al role of
smart business development deal-‐making underpinning these projects.”
“By my quick review, it appears as though ~75% of these drugs originated
at firms different from the company that owns them today – either via
licensing deal or via corporate acquisi4ons. Savvy business development
and corporate development strategies drove the bulk of the list.”
— Bruce Booth, “Transforma6onal Late Stage Drugs Delivered Through Deal Making,” Forbes, 3/21/14
“10 Drugs that could
transform the industry”
(Jan 2014)
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“…it’s no wonder that every big drug
company wants to be “Partner of
Choice” with smaller innovators. Nearly
every pharma has hired consultants at
some point to help it posi4on its BD
strategy more effec4vely
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”
Bruce Booth, “Transforma4onal Late Stage Drugs Delivered Through Deal Making,” Forbes, 3/21/14
High Poten6al Pipeline Drugs That
Could Transform the Industry
2/3rd’s of the valua6on of the
industry’s late stage pipelines is
from externally derived programs
“10 Drugs that could
transform the industry”
(Jan 2014)
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“…while the number of VC-‐backed
M&A exits is in line with prior years
(~25 per year), the value both in terms
of upfront and full “biobuck”
(~milestones) poten6al have reached
new highs, topping over $5 and $8
billion, respec6vely.”
“…the average values per deals are
steadily escala6ng – even though the
average invested capital required to
get there has remained steady.”
“…these trends have led to a very robust
and posi6ve return trend. Return
mul6ples have almost tripled since
2005-‐2007 on overall deal mul6ples, and
have more than doubled on the upfront
mul6ples.”
LANDSCAPE & TRENDS
Bruce Booth, “Data Snapshot: VC-‐Backed BioPharma M&A 2014,” Forbes, 2/3/15
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“….private VC-‐funded biotech is a 6ny frac6on of the scale of the bigger
BioPharma part of the sector in every major financial dimension. Small
percen6le changes to a Big BioPharma company’s market can swamp the scale
of the biotech sector…..because of the scale difference, even small changes in
the resource alloca6on prac6ces within large BioPharma companies’ coffer
has the poten6al to drama6cally alter the biotech ecosystem. Assume these
big BioPharma companies channeled just ~5% of their balance sheet cash into
private biotech companies – this capital flow would fully fund the en6re VC-‐
backed biotech sector for a year (~50 companies).”
“….this differen6al in size makes Pharma’s increasing 'externaliza6on
'
of
their R&D func6ons (via partnerships and M&A) a significant financial
'buffer’ against the cyclic ups and downs of the public capital markets.”
EXTERNAL R&D INNOVATION
Bruce Booth, “Data Snapshot: Dwarfed By Big Pharma, Biotech by The Numbers,” Forbes 2/16/15
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CASE STUDY: EXTERNAL R&D INNOVATION
SUMMIT, N.J. & CAMBRIDGE, Mass.-‐-‐April 15, 2010 -‐-‐ Celgene Corpora6on (NASDAQ: CELG) and Agios Pharmaceu6cals Inc., a
privately-‐held biotechnology company, today announced the forma6on of a global strategic collabora6on focused on targe6ng
cancer metabolism. The goal of the collabora6on is to discover, develop, and deliver novel disease-‐altering therapies in
oncology based on the transforma6onal science of Agios’ innova6ve cancer metabolism research placorm. This placorm is
based on the concept that targe6ng key metabolic enzymes unique to rapidly prolifera6ng cancer cells can “starve” the cancer.
Terms of the Agreement:
• Under the terms of the agreement, Agios will receive a $130 million upfront payment, including an equity investment
• In return, Celgene receives an ini6al period of exclusivity during which it has the op6on to develop any drugs resul6ng from the Agios cancer metabolism research placorm, in addi6on, Celgene may extend this exclusivity period through addi6onal funding
• If successful, Agios would receive substan6al regulatory, clinical and commercial milestones
• Agios will lead discovery and early transla6onal development for all cancer metabolism programs
• Celgene has an exclusive op6on to license any resul6ng clinical candidates at the end of Phase I, and will lead and fund global development and commercializa6on of licensed programs
• On each program, Agios may receive up to $120 million in milestones as well as royal6es on sales, and may also par6cipate in the development and commercializa6on of certain products in the US
“Celgene’s $120M into Agios’ discovery stage story was a surprise then, but looks preRy smart now. It’s equity ownership alone nearly paying for the deal, not to men6on product rights."
• "A big part of how Agios have done this is via crea6ve business development; their landmark deal with Celgene allowed them to scale with non-‐dilu6ve funding during a cri6cal 6me for the company, which opened up mul6ple op6ons (and new disease areas to the startup)
• If well structured, less dilu6ve financing mechanisms via crea6ve collabora6ons can catalyze significant value crea6on and op6onality for young companies”
Bruce Booth, “Biopharma M&A: Capital Efficiency Drives Returns,” Forbes, 5/15/15
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Capital Efficiency:
Most amount of value generated per unit dollar ($) invested
CAPITAL EFFICIENCY
Cost of Capital CapitalIntensity
Rate of Return New Investors Will Demand Total Amount of Equity
Investment Required to Create a Value Inflec6on
• Ini6ally raised a $33M Series A Round (~Third Rock Ventures) at
$2.73/share
• Created enough scien6fic progress to partner with Celgene bringing $120M in largely non-‐dilu6ve funding (and some Series B equity)
• Celgene deal drove the momentum to raise $75M+ Series C at
$13.50/share
• Public, raising $106M at $18/share
• Agios (AGIO) now trading > $80/share
Bruce Booth “Framing Up Capital Efficiency in Early Stage Biotech,” Forbes, 7/17/14
“A very clear inverse correla6on exits between investor returns and equity capital deployed….M&A values don’t move up propor6onally with invested capital. Returns from acquisi6on-‐based exits
frequently go down with increasing amount of funding.”
Bruce Booth “BioPharma M&A: Capital Efficiency Drives Returns,” Forbes 5/15/15
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SUMMARY
S.
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Business
Development
Strategic Advisory
Private Placements
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HealthiosXchange is affiliated with Healthios
Capital Markets, LLC, a registered (FINRA, SEC) registered broker dealer
S . J o r d a n A s s o c i a t e s ( S J A ) i s a
management consul6ng firm dedicated to
assis6ng early-‐stage/growth companies
accelerate therapeu6c, medical device,
an
d medtech
development programs.
Leveraging over 25 years of experience in
pharma, biotech, investment banking, and
FinTECH (founder of the premier online
investment portal
,
HealthiosXchange
)
, SJA
has established a strong track record of
execu6ng licensing agreements, private
placements and “exits” (M&A) on behalf
of clients.
S. Jordan Associates
47 W. Division Street
Chicago, IL 60610
312-‐451-‐6210
[email protected]
@sjordanassociat
hnp://sjordanassociates.com/
Healthios/HealthiosXchange
1101 Skokie
Northbrook, IL 60610
847-‐849-‐1736
[email protected]
@healthiosX
hnp://www.healthiosxchange.com/
Melissa Newcomer is a clinical trial operaBons expert with over 16 years of industry
experience including managing Phase I-‐IV studies in both drug and medical device trials. Melissa has a deep understanding of clinical trials from both a Sponsor and Contract Research OrganizaBon (CRO) perspecBve. Having direct oversight of project progress, including paBent recruitment and retenBon, risk management, audit-‐readiness, as well as financial and team management, Melissa is experienced in handling standard clinical operaBons execuBon. AddiBonally, Melissa provides a level of transparency and cohesiveness amongst cross-‐funcBonal groups and stakeholders.
hRps://www.linkedin.com/in/melissanewcomer
TEAM
Dan Verakis is an accomplished internaBonal business consultant, markeBng expert and technology entrepreneur with more than 20 years of corporate experience in delivering and supporBng strategic business and operaBons objecBves. His experBse includes business strategy development and execuBon, leadership training, investor relaBons, and execuBng healthcare, scienBfic, consumer branded, crisis management, change
management communicaBons and markeBng programs for Fortune 500 companies.
David Herrera started his career within the Structured Finance group of XL Capital Ltd, a Bermuda-‐based Reinsurance firm, as a Guaranteed Investment Contract (GIC) underwriter; where he underwrote, priced, and performed due diligence on over $1BN in deal-‐flow on a monthly basis from 2005 to 2008. As a Financial Analyst within the Private Placements and Joint Ventures group at Inland American Real Estate Investment Trust, Inc. David oversaw and managed a $1.3BN commercial real estate development fund/joint venture through Chapter 11 bankruptcy, restructuring and the emergence thereof. In his capacity as Second Vice President of the Public and Structured Finance group at Northern Trust CorporaBon, David was in charge of P&L oversight and performed financial modeling, structuring, pricing, and transacBonal execuBon on interest-‐rate derivaBve trades.
www.linkedin.com/in/daveherrera
