Azurity Pharmaceuticals to Acquire and Merge with Arbor Pharmaceuticals

NovaQuest Private Equity to support the continued growth of the combined innovative, patient-centric company

WOBURN, Mass. & ATLANTA–(BUSINESS WIRE)–Azurity Pharmaceuticals, Inc. (“Azurity”) and Arbor Pharmaceuticals, Inc. (“Arbor”) today announced they have entered into a definitive agreement in which Azurity will be acquiring Arbor from existing investors including JW Asset Management and KKR. Following the completion of the transaction, which is subject to regulatory approvals, Azurity and Arbor will merge, creating a leading company offering innovative, high-value products to meet the unique needs of patients with underserved conditions. Financial details of the transaction were not disclosed.

“On behalf of the Azurity and Arbor teams, I am delighted to announce this agreement and the potential it brings to our combined company,” said Amit Patel, Chairman and CEO of Azurity. “The combination of the two companies, each steeped in rich legacies, will create a one-of-a-kind company leveraging increased scale and diversification, a breadth of dosage forms, integrated capabilities, and expanded market presence to better serve our patients’ needs.”

“Arbor is excited to be joining forces with Azurity to further our goal of bringing innovative products to the market that improve patients’ lives,” commented Ed Schutter, CEO of Arbor. “I am proud of the business that our team has built over the last ten years and am confident that the combined entity will enhance our success and provide more treatment options for patients.”

The combined company, operating as Azurity, will have a portfolio of products serving the unmet needs of patients in the cardiovascular, central nervous system, endocrinological, gastrointestinal, and institutional markets. Azurity will build upon each company’s legacy of success through a distinctive portfolio of 10 exclusively promoted, FDA-approved, branded product families, more than 30 total commercialized products, and a robust pipeline of mid and late-stage products under development. Azurity will continue to develop and commercialize its portfolio of products and deliver them at the right time, in the right way, to the right patients, through a spectrum of healthcare professionals.

“We are proud to continue our partnership with Azurity,” said Jeff Edwards, Partner at NovaQuest Private Equity (“NovaQuest”), the majority owner of Azurity. “This combination accelerates our shared vision of building the leading patient-centric company that differentiates itself by bringing distinctive, high-value products that meet the unique needs of our patients, through state-of-the-art innovation and commercialization capabilities.”

“Today is a tremendous milestone for both Arbor and Azurity, and a strong validation of the products that they provide to patients in need,” said Jason Wild, Chairman of Arbor and Chief Investment Officer of JW Asset Management.

“We are proud to have supported Arbor and its management team and are excited for the company’s next phase of growth in partnership with Azurity,” added Ali Satvat, Co-Head of Americas Health Care Private Equity and Global Head of Health Care Strategic Growth at KKR.

JPMorgan Chase Bank, N.A. and Truist Securities, Inc. are financing sources for the transaction for Azurity. Smith Anderson served as legal advisor to Azurity. MTS Health Partners, L.P. served as exclusive sell-side financial advisor and King & Spalding served as legal advisor to Arbor. Simpson Thacher & Bartlett LLP served as legal advisor to KKR.

Pending regulatory approvals, the companies anticipate closing the transaction in September.

About Azurity Pharmaceuticals:

Azurity Pharmaceuticals is a privately-held, specialty pharmaceutical company focusing on the needs of patients requiring customized, user-friendly drug formulations and dosage forms. Azurity’s patient centric products span the cardiovascular, neurology, gastro-intestinal and institutional markets. Azurity’s products have benefited millions of patients for which conventional oral dosage forms are not ideal and whose needs are not served by other commercially available therapies. For more information, visit www.azurity.com.

About Arbor Pharmaceuticals:

Arbor Pharmaceuticals, headquartered in Atlanta, Georgia, is a specialty pharmaceutical company marketing FDA-approved prescription products in the neuroscience, cardiovascular, and institutional markets. In addition to an extensive pipeline, the company actively pursues growth through acquisition and licensing of late-stage development products. For more information, visit www.arborpharma.com.

About NovaQuest Private Equity:

NovaQuest Private Equity is a leading investor in technology and services companies in the life sciences and healthcare sectors. NovaQuest was formed in 2000 with the vision of building an investment platform to provide strategic capital and operational leverage in partnership with strong management teams. The investment team consists of highly seasoned operational and investment professionals with significant investment experience and deep life science and healthcare expertise. Furthermore, NovaQuest benefits from an extensive network of industry experts and relationships that assist in identifying, analyzing and growing NovaQuest portfolio companies and investments. For more information, please visit www.novaquest.com.

About JW Asset Management:

JW Asset Management is a New York based fund manager with combined assets under management in excess of $1.5 billion. Jason Wild, the firm’s founder and Chief Investment Officer, is a registered pharmacist and Chairman of Arbor Pharmaceuticals and TerrAscend Corp. (CSE: TER, OTCQX: TRSSF). JW Asset Management has a history of finding attractive investment opportunities and actively invests in both public and private markets.

About KKR:

KKR is a leading global investment firm that offers alternative asset management and capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of The Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com and on Twitter @KKR_Co.

Contacts

For Azurity Pharmaceuticals

Ronald L Scarboro

+1 781 935 8141 x175

[email protected]

For Arbor Pharmaceuticals

Thom Rowland

+1 720 308 3010

[email protected]

For NovaQuest Private Equity

Jacob Comer

+1 919 459 8616

[email protected]

For JW Asset Management

Jason Klarreich

+1 212 446 5361

[email protected]

For KKR

Cara Major and Miles Radcliffe-Trenner

+1 212 750 8300

[email protected]