• Expands Viatris' Portfolio of Innovative Assets by Immediately Adding Two Phase 3 Assets, Selatogrel and Cenerimod, Both With Blockbuster Revenue Potential
  
  
• Includes Future Optionality to Expand Collaboration With Additional Innovative Assets
  
  
• Combines Viatris' Financial Strength and Worldwide Operational Infrastructure With Idorsia's Proven, Highly Productive Drug Development Team and Innovation Engine
  
  
• Deal Structure Reinforces Viatris' Disciplined Approach to Capital Allocation
  
  
• Viatris Announces R&D Event to be Held March 27, 2024

The collaboration includes selatogrel, a potential life-saving self-administered medicine for patients with a history of acute myocardial infarction (AMI), or heart attack, and builds on Viatris' existing global cardiovascular franchise and specialty infrastructure, as well as its knowledge, leadership, and distribution capabilities for self-administered medication for acute life-threatening conditions.

The collaboration also includes cenerimod, a novel immunology asset that has the potential to be a first-in-class oral therapy for the treatment of systemic lupus erythematosus (SLE), the most common form of lupus. Through lifecycle management, this asset also has the potential for broad application across multiple autoimmune diseases in a specialist-driven category with attractive market dynamics for oral therapies and could be a cornerstone asset in Viatris' immunology platform.

Viatris CEO Scott A. Smith said: "I am extremely pleased with our global research and development collaboration with Idorsia. We are connecting Idorsia's proven, highly productive drug development team and innovation engine with Viatris' strong global infrastructure and experience to focus on two late-stage potential blockbuster assets with long-dated patent protection. I believe that together we will be able to execute on the potential of these global assets, and any future assets, as we work to deliver on our goal of building a more durable, predictable portfolio on the foundation of our strong base business, and that selatogrel and cenerimod can become meaningful components of Viatris' business over the long term.

Smith continued: "As I have said previously, in addition to continuing to develop the three core therapeutic areas that we identified—ophthalmology, dermatology and GI—we are also going to be opportunistic in seeking out assets that we believe fit our company well and have the potential to contribute significantly to our future revenue growth. Entering into this type of global research and development partnership structure with Idorsia is a great example of our disciplined approach to capital allocation."

Viatris Chief R&D Officer Philippe Martin said: "I am excited to have the opportunity to work with Idorsia's talented drug development team who are essential to the execution of these clinical programs. Both selatogrel and cenerimod have the potential to be important medicines by providing significant advances for patients suffering with life-altering disease. Selatogrel has the potential to become the first self-administered treatment for recurring AMI that fills the medical gap during the pre-hospital phase of a life-threatening condition. Cenerimod has the potential to fill the need for a more tolerable and effective treatment for SLE, in combination with standard therapy, earlier in disease progression."

Idorsia CEO Jean-Paul Clozel, MD, said: "I'm delighted that with Viatris we have found a strong partner to secure and accelerate the development programs for both selatogrel and cenerimod by leveraging the strength of Viatris' global infrastructure. From the first meeting, it was clear that the team at Viatris shares the same excitement and engagement for our innovations. This global collaboration allows us to share the costs of the ongoing Phase 3 programs whilst retaining long-term shareholder value, by sharing the rewards for success through the milestones and royalties."

Terms of the Transaction
Under the terms of the agreements, the development programs and certain personnel for selatogrel and cenerimod will be transferred to Viatris in exchange for an upfront payment to Idorsia of $350 million, potential development and regulatory milestone payments, and certain contingent payments of additional sales milestone payments and tiered royalties in the mid-single to low-double digit percentages on annual net sales. Viatris and Idorsia will both contribute to the development costs for both programs. Viatris will have worldwide commercialization rights for both selatogrel and cenerimod (excluding, for cenerimod only, Japan, South Korea and certain countries in the Asia-Pacific region) and intends to utilize its Global Healthcare Gateway^® infrastructure to bring access to patients worldwide. A joint development committee will oversee the development of the ongoing Phase 3 programs through regulatory approval. The agreements also provide Viatris a right of first refusal and a right of first negotiation for certain other assets in Idorsia's pipeline. The closing of the transaction is subject to certain limited closing conditions, but no additional regulatory or shareholder approvals are required. The transaction is expected to close at the end of March.

Citi is acting as financial advisor to Viatris.

R&D Event
Viatris will hold an R&D Event on March 27, 2024, from 10 a.m. to noon ET, in New York City. The event will include presentations from Viatris executives discussing the global research and development collaboration with Idorsia and other elements of the Company's pipeline, as well as presentations from two expert thought leaders. The presenters will be available to answer questions at the end of the presentations.

Expert thought leaders presenting at the event are:

• Dr. Deepak L. Bhatt, MD, MPH, a top expert in cardiovascular medicine and interventional cardiology, Director of Mount Sinai Heart. Dr. Bhatt is highly recognized for his significant breakthroughs in the field of cardiology, including interventional cardiology, heart disease prevention, vascular medicine and heart failure.
  
  
• Dr. Anca Askanase, MD, founder and clinical director of Columbia University's new Lupus Center and the Director of Rheumatology Clinical Trials. Dr. Askanase is an internationally renowned clinician, diagnostician and researcher with more than 15 years specializing in complex SLE. Dr. Askanase trained as a rheumatologist at New York University where she remained for more than 15 years on faculty, directing clinical trials, training fellows and residents, and treating challenging cases of SLE at NYU's prestigious hospitals.