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Peplin to buy Neosil in Oct 2008


#1

Peplin to buy Neosil

"While PEP005 moves through the clinic, Peplin is expanding its pipeline through the acquisition of Emeryville, Calif.-based Neosil Inc. In exchange for $6.7 million in stock, Peplin will get Neosil’s Phase II hair growth product and early stage antimicrobial agent for acne.

Both the acquisition and the private placement are subject to shareholder approval. A shareholder meeting will be held in October."


Neosil website

NEOSIL ANNOUNCES POSITIVE PHASE 2 DATA FOR NEOSH101, AN INVESTIGATIONAL TREATMENT FOR ANDROGENETIC ALOPECIA

Emeryville, CA – January 4, 2007 – Neosil, Inc., a privately held dermatology-focused pharmaceutical company, today announced positive Phase 2a clinical data demonstrating that its lead product, NEOSH101, increased hair growth significantly in men diagnosed with androgenetic alopecia, also known as pattern hair loss (PHL). Androgenetic alopecia or PHL, caused by a combination of genetic and hormonal factors, is noticeable in about 20 percent of the population by age 20 and increases steadily with age. By age 50 approximately half of the U.S. population will have some degree of PHL. “

Based on the results of this study, we are quite encouraged by the increase in hair growth observed after such a short once-daily treatment regimen with NEOSH101,” said Vera H. Price, MD, FRCP©, Professor of Clinical Dermatology, Department of Dermatology, University of California, San Francisco.

In a randomized, double-blind Phase 2a clinical study, conducted in Germany, 50 men with androgenetic alopecia (Norwood/Hamilton grades III-IV) received once-daily topical treatments of NEOSH101 or placebo over two 14-day treatment periods, which were separated by a one-month drug-free interval. Hair growth was measured using an objective photographic, computer-based analysis for up to 24 weeks after initiation of therapy. Results show that NEOSH101 was safe and well tolerated. A statistically significant increase in total hair count (4.8%, p=0.04), and cumulative hair thickness (3.7%, p=0.02) were observed, with peak effects occurring eight weeks following the second treatment cycle.

“The results of this study are encouraging, particularly the finding of increased numbers of terminal hairs, those hairs that are thicker than 40 microns and desirable for scalp coverage,” said Andria Langenberg, M.D., Vice President of Clinical Development at Neosil. “We plan to initiate a Phase 2b study to evaluate daily treatment with NEOSH101 for a longer treatment period in men with PHL.”


#2

Peplin Acquisition of Neosil - 10 June 2008

Acquisition of Neosil

EMERYVILLE, California and BRISBANE, Australia, 10 June 2008:

Peplin, Inc. today announced that it had signed a definitive agreement to acquire Neosil, Inc., a privately-held, dermatology-focused company in an all stock transaction. The purchase price of US$6.7 million (approximately A$7.0 million) in shares of Peplin stock represents the amount of net cash held by Neosil at signing.

Peplin shares are valued based on the volume weighted 10-day trailing average closing price of Peplin’s CDI’s on the Australian Securities Exchange (ASX)immediately preceding the signing of the agreement (A$0.4256). On a pro-forma basis Neosil shareholders will own approximately 7.3% of Peplin following the
transaction. The Boards of both companies have recommended the transaction which is subject to shareholder approval.

Following the transaction Neosil would become a wholly-owned subsidiary of Peplin. In addition to its net cash, Peplin will also acquire Neosil’s intellectual property portfolio which comprises two early clinical stage development programs: the first a hair growth stimulation technology with potential application in the treatment of hair loss and the second, a broad spectrum anti-microbial technology with potential application in the treatment of acne.

Peplin intends to use the net cash obtained from the acquisition to continue the development of its lead product candidates PEP005 (ingenol mebutate) Gel for actinic keratosis and PEP005 (ingenol mebutate) Gel for basal cell carcinoma.

Peplin believes that Neosil’s proprietary technologies in hair loss and acne could enable it to expand its product pipeline in the future, although Peplin does not expect to commence further development of these programs before 2009.

Additional terms of the transaction Under the terms of the agreement Peplin will offer approximately 819,000 shares of its common stock (equivalent to approximately 16.4 million CHESS Depository Interests or CDIs) in exchange for all equity interests of Neosil.

The closing of the transaction is subject to customary closing conditions, including a minimum net cash position by Neosil, stockholder approval of both companies and an independent expert having concluded that the transaction is fair and reasonable to Peplin’s stockholders.

Peplin intends to file a notice of meeting and explanatory materials, together with an independent expert’s report, with ASX and to call a special meeting of its stockholders to consider the proposed acquisition. The transaction is expected to be completed in the third quarter of 2008.

Peplin does not anticipate retaining any of the Neosil employees and has accounted for the cost of rationalization in the calculation of net cash. Peplin’s board of Pg 2/2 directors and its management are not anticipated to change as a result of the transaction.


#3

Which is both good & bad news.

Good news that its being bought out by a much bigger,better funded company thats publicly listed.

Bad news that:

“The transaction is expected to be completed in the third quarter of 2008.”
+
Peplin does not expect to commence further development of these programs before 2009.”

Looks like we are back to “within 5 years” for this one !


#4

» Which is both good & bad news.
»
» Good news that its being bought out by a much bigger,better funded company
» thats publicly listed.
»
» Bad news that:
»
» “The transaction is expected to be completed in the third quarter of
» 2008.”
» +
» “Peplin does not expect to commence further development of
» these programs before 2009
.”
»
» Looks like we are back to “within 5 years” for this one !

well , they are already in phase IIb. maybe they finish it and then 2009 start phase III. who knows.