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Coherus BioSciences (now Coherus Oncology) completes UDENYCA sale, gets $483.4 million upfront

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Coherus received $483.4 million in cash at the April 11, 2025 closing and says it has a $250 million post-close cash balance. It is eligible for milestone payments of up to $75 million.

Key facts

Company
Coherus Oncology, Inc. (NASDAQ: CHRS)
News type
Mergers
Primary source
Coherus Oncology, Inc. Form 8-K filed April 14, 2025 (SEC EDGAR)
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Coherus BioSciences, Inc. (now Coherus Oncology, Inc.) (Nasdaq: CHRS) completed the sale of its UDENYCA franchise to Intas Pharmaceuticals Ltd. on April 11, 2025, and received an upfront cash payment of $483.4 million at closing. The company reported the closing in a Form 8-K filed April 14, 2025, together with a press release. Coherus says it has a $250 million post-close cash balance.

What the filing says

Under Item 2.01, Coherus reports the completion of the "UDENYCA Disposition," the sale of the UDENYCA (pegfilgrastim-cbqv) franchise under the asset purchase agreement dated December 2, 2024. The press release says the payment of $483.4 million includes $118.4 million for UDENYCA inventory and is subject to certain adjustments that will be finalized after closing. Coherus is also eligible for two milestone payments totaling $75.0 million if Intas meets specified thresholds of net sales of UDENYCA.

At closing, Intas received identified assets tied to the franchise, including the UDENYCA pre-filled syringe, the autoinjector and UDENYCA ONBODY, and assumed identified liabilities. Accord BioPharma, Inc., the U.S. specialty division of Intas, assumed full responsibility for the UDENYCA franchise in the U.S. The 8-K ties the first $37.5 million payment to UDENYCA net sales of $300 million or more over four consecutive quarters from the quarter ending September 30, 2025 through the quarter ending September 30, 2026. The second $37.5 million requires net sales of $350 million or more over the four quarters through the quarter ending March 31, 2027. Neither payment is assured. Effective April 14, 2025, approximately 40 full-time Coherus employees transferred to the U.S. subsidiary of Intas to support UDENYCA.

Debt and the convertible notes

Coherus says it expected to complete privately negotiated repurchases with certain holders of its 1.500% Convertible Senior Subordinated Notes due 2026 shortly after the closing. Convertible notes are debt that can be exchanged for shares. In its 10-K, Coherus said it expected to use sale proceeds to fully repay the $230.0 million in aggregate principal amount of those notes and to pay $47.7 million to buy out the right to receive UDENYCA royalties held by Coduet Royalty Holdings, LLC and other buyers under an agreement dated May 8, 2024.

The pro forma financial statements filed as Exhibit 99.2 assume a payment of $230 million in principal, $0.7 million of accrued interest and $3.8 million of transaction expenses to repurchase all outstanding convertible notes. They also assume a payment of $49.1 million for the UDENYCA portion of the royalty agreement. Because the sale is a strategic shift, the filing says Coherus will present its entire biosimilar business, including the CIMERLI, YUSIMRY and UDENYCA franchises, as discontinued operations.

Cash runway and strategy

The press release says the $250 million post-close cash balance extends cash runway over two years into 2027. Cash runway is how long a company can fund its operations from the cash it holds. Chairman and Chief Executive Officer Denny Lanfear said: "With strong strategic execution, we have transformed the company while dramatically reducing our debt and leaving $250 million on the post-close balance sheet."

Coherus says it will focus exclusively on oncology programs: LOQTORZI (toripalimab-tpzi), a PD-1 inhibitor that already produces revenue; casdozokitug, an interleukin-27 antagonist; and CHS-114, a CCR8 antibody. The press release describes casdozokitug and CHS-114 as still in Phase 1 or Phase 2 studies, so the oncology pipeline beyond LOQTORZI is early. The company describes casdozokitug as being studied in Phase 1/2 and Phase 2 studies in advanced solid tumors, and CHS-114 as being in Phase 1 studies.

Advisors and people named

J.P. Morgan Securities LLC served as Coherus' financial advisor on the transaction, and Latham & Watkins LLP acted as its legal counsel. Dennis M. Lanfear, Chief Executive Officer, signed the 8-K.

In its annual report on Form 10-K, filed March 17, 2025, Coherus describes itself as a commercial-stage biopharmaceutical company developing immunotherapies for cancer.

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