Turning Point for Bristol Myers Squibb

BY Richard Summerfield

US pharmaceutical giant Bristol Myers Squibb has agreed to acquire Turning Point Therapeutics in a $4.1bn deal which will boost the company’s oncology drug pipeline.

Under the terms of the deal, Bristol Myers Squibb has agreed to pay $76 per share for each Turning Point share held. The transaction has been unanimously approved by the boards of directors of both companies and is anticipated to close during the third quarter of 2022.

Turning Point is a leader in oncology treatments and its lead asset, repotrectinib, a next-generation, potential best-in-class tyrosine kinase inhibitor (TKI) targeting the ROS1 and NTRK oncogenic drivers of non-small cell lung cancer (NSCLC) and other advanced solid tumours, has helped drive the transaction. In the US, repotrectinib has been granted three breakthrough therapy designations from the Food and Drug Administration (FDA). Bristol Myers Squibb expects repotrectinib to be approved in the US in the second half of 2023. The company also plans to continue to explore the potential of Turning Point Therapeutics’ promising pipeline of novel compounds. Sales of Bristol Myers’ own oncology drug, Opdivo, have fallen below those of rival Merck’s blockbuster treatment in a very crowded oncology market.

“The acquisition of Turning Point Therapeutics further broadens our leading oncology franchise by adding a best-in-class, late-stage precision oncology asset,” said Giovanni Caforio, board chair and chief executive of Bristol Myers Squibb. “With this transaction, we are continuing our strong track record of strategic business development to further enhance our growth profile.”

“Today’s news builds upon our long legacy of pioneering next-generation medicines for patients with cancer,” said Samit Hirawat, chief medical officer, global drug development, at Bristol Myers Squibb. “With repotrectinib, we have the opportunity to change the standard of care and address a significant unmet medical need for ROS1-positive non-small cell lung cancer patients.”

“Through this transaction, we will be able to harness the full potential of our precision oncology platform to advance the standard of care for cancer patients. Since our founding, we have leveraged our deep scientific expertise to develop a pipeline of promising precision oncology assets,” said Athena Countouriotis, president and chief executive of Turning Point Therapeutics. “With Bristol Myers Squibb’s leadership in oncology, strong commercial capabilities and manufacturing footprint, we will be able to further accelerate the pace at which we can bring our novel medicines to benefit people diagnosed with cancer around the world.”

News: Bristol Myers boosts cancer drug portfolio with $4.1 billion Turning Point deal

Embattled TPC Group files for Chapter 11

BY Fraser Tennant

In a move designed to position itself for future growth opportunities, chemical and petroleum-based products provider TPC Group Inc. and certain of its subsidiaries have voluntarily filed for Chapter 11 bankruptcy protection.

In connection with the Chapter 11 filing, the company has entered into a restructuring support agreement (RSA) to implement a financial restructuring with the support of a majority of its secured noteholders that will deleverage and recapitalise its balance sheet and definitively address other legacy liabilities.

The RSA locks in the support of supporting noteholders and sponsors and establishes the framework for the company’s restructuring, which, upon emergence, is expected to resolve all tort liabilities arising from the Port Neches facility incident and eliminate from the company’s balance sheet over $950m of the company’s approximately $1.3bn of secured funded debt.

“A series of unprecedented events including the coronavirus (COVID-19) pandemic, supply chain issues, commodity price increases, higher energy costs and operational challenges resulting from 2021 Winter Storm Uri, as well as the explosion at our Port Neches plant in November of 2019 have caused financial strain for the company,” said Edward J. Dineen, chairman, president and chief executive of TPC Group. “However, we have undertaken many efforts to address the impacts of these events and preserve liquidity, which has given us the necessary time to consider the best path forward for our business and our stakeholders.”

The transactions contemplated by the RSA, once consummated, will result in the TPC Group emerging from bankruptcy with a significantly enhanced liquidity profile by providing for capital infusions in the form of: (i) $450m in connection with two rights offerings and $350m in exit notes; (ii) a $323m delayed draw debtor-in-possession (DIP) financing facility; and (iii) a $200m asset-based revolving DIP facility.

Headquartered in Houston, TPC Group is a leading producer of value-added products derived from petrochemical raw materials such as C4 hydrocarbons, and provider of critical infrastructure and logistics services along the Gulf Coast.

The company expects to continue its operations uninterrupted throughout the Chapter 11 process.

Mr Dineen concluded: “We are confident the Chapter 11 process will bolster our liquidity, substantially improve our debt position, and definitively resolve the liabilities associated with the Port Neches facility incident.”

News: Chemical maker TPC Group files pre-arranged bankruptcy

Fraud hits almost two thirds of UK firms, reveals new report

BY Fraser Tennant

Almost two thirds of UK firms have been the victim of fraud or economic crime over the past two years, according to research published this week.

PwC’s ‘2022 Global Economic Crime Survey’ found that the number of UK companies targeted by fraudsters was above the global average for this year (46 percent), as well as being higher than the last time the survey was conducted in 2020 (56 percent).

Moreover, of the types of fraud reported, cyber crime was the most frequent, with almost a third (32 percent) experiencing a cyber breach, although this is less than the number that fell victim to cyber crime in the 2020 survey (42 percent). Supply chain fraud, included for the first time in the survey, accounted for almost a fifth of respondents (19 percent).

“With increased levels of disruption being experienced, and the fact that more UK organisations have experienced fraud than in our last survey, it is surprising to see a decline in some types of fraud and economic crime, such as cyber crime, bribery and financial statement fraud,” said Fran Marwood, partner and head of digital & forensic investigations at PwC. “However, from what we are seeing in the market, I believe these trends are temporary.”

As far as who is committing fraud is concerned, just over half of UK respondents (51 percent) said fraud was committed by external fraudsters, compared to 43 percent globally. The top three external perpetrators according to those surveyed in the UK were customers, hackers, and vendors and suppliers.

Additional findings reveal that the most serious fraud was initially detected most frequently by companies monitoring suspicious activity using forensic technology and by internal audit, followed by corporate security and whistleblowing or tip-off. In terms of money lost through fraud, almost a quarter of survey respondents reported the figure to be between $1m and $5m.

“The message to organisations is clear,” concludes Mr Marwood. “With fraud now a greater and more costly threat than we have seen before, and the risk landscape continuing to undergo rapid change, it is important that organisations invest in prevention, and take the time to make sure their defences are match-fit for any attacks.”

Report: 2022 Global Economic Crime Survey

Broadcom strikes $61bn VMware deal

BY Richard Summerfield

Broadcom Inc, a global leader in semiconductor production, has agreed to acquire cloud computing company VMware Inc in a $61bn cash-and stock deal.

Under the terms of the deal, Broadcom will pay $142.50 in cash or 0.2520 of a Broadcom share for each VMware share – a price which represents a premium of nearly 49 percent to the stock’s last close before talks of the deal were first reported on 22 May. Broadcom will also assume $8bn of VMware’s net debt.

Broadcom has already got commitments from a consortium of banks for $32bn in debt funding for the deal. VMware will be allowed to solicit offers from rival bidders for 40 days as part of the agreement. Should VMware opt for an alternative bidder during this period it will be required to pay a termination fee of $750m.

The transaction, which is expected to complete in Broadcom’s fiscal year 2023, is subject to the receipt of regulatory approvals and other customary closing conditions, including approval by VMware shareholders.

“Building upon our proven track record of successful M&A, this transaction combines our leading semiconductor and infrastructure software businesses with an iconic pioneer and innovator in enterprise software as we reimagine what we can deliver to customers as a leading infrastructure technology company,” said Hock Tan, president and chief executive of Broadcom. “We look forward to VMware’s talented team joining Broadcom, further cultivating a shared culture of innovation and driving even greater value for our combined stakeholders, including both sets of shareholders.”

“VMware has been reshaping the IT landscape for the past 24 years, helping our customers become digital businesses,” said Raghu Raghuram, chief executive of VMware. “We stand for innovation and unwavering support of our customers and their most important business operations and now we are extending our commitment to exceptional service and innovation by becoming the new software platform for Broadcom. Combining our assets and talented team with Broadcom’s existing enterprise software portfolio, all housed under the VMware brand, creates a remarkable enterprise software player. Collectively, we will deliver even more choice, value and innovation to customers, enabling them to thrive in this increasingly complex multi-cloud era.”

“VMware has long been recognized for its enterprise software leadership, and through this transaction we will provide customers worldwide with the next generation of infrastructure software,” said Tom Krause, president of the Broadcom Software Group. “VMware’s platform and Broadcom’s infrastructure software solutions address different but important enterprise needs, and the combined company will be able to serve them more effectively and securely. We have deep respect for VMware’s customer focus and innovation track record, and look forward to bringing together our two organizations.”

News: Chipmaker Broadcom to buy VMware in $61 bln deal

Rise of ransomware threats – Verizon

BY Richard Summerfield

The risk posed by ransomware attacks has increased significantly over the last year, according to the 15th annual Verizon 2022 Data Breach Investigations Report.

The report, which aims to increase awareness among organisations of what tactics threat actors are likely to use in data incidents and breaches, analysed 23,986 security incidents from 1 November 2020 to 31 October 2021, and found that ransomware attacks had increased by 13 percent in a single year in 2021, a jump greater than the past five years combined.

According to the report, organised crime continues to be a pervasive force in the world of cyber security, with four out of every five breaches attributed to it over the last 12 months. External actors were approximately four times more likely to cause breaches in an organisation than internal actors, the report notes. Furthermore, the coronavirus (COVID-19) pandemic, as well as ongoing and increasingly fraught geopolitical tensions, have also impacted cyber security, driving increased sophistication, visibility and awareness around nation-state affiliated cyber attacks.

“Over the past few years, the pandemic has exposed a number of critical issues that businesses have been forced to navigate in real-time,” said Hans Vestberg, chief executive and chairman of Verizon. “But nowhere is the need to adapt more compelling than in the world of cybersecurity. As we continue to accelerate toward an increasingly digitized world, effective technological solutions, strong security frameworks, and an increased focus on education will all play their part in ensuring that businesses remain secure, and customers protected.”

Verizon also pinpointed the risk faced by supply chains. Supply chain issues have come to dominate the international economic landscape over the past year, and the cyber security space is no different. According to the report, 62 percent of system intrusion incidents came through a supply chain partner of the target organisation.

Twenty-five percent of total breaches were the result of social engineering attacks. The human element accounts for 82 percent of analysed breaches over the past year, including human errors and misuse of privilege. Specifically, human error is responsible for 13 percent of breaches according to the report. ‘Misconfigured cloud storage’ was reported to have been a key driver behind this increase. Stolen credentials and phishing were also dominant among the attacks involving human elements.

“Assess your exposure, mitigate your risk, and take appropriate action,” suggested Dave Hylender, lead author of the report. “As is often the case, getting the basics right is the single most important factor in determining success.”

News: Ransomware threat rises: Verizon 2022 Data Breach Investigations Report