Emergent BioSolutions has entered into an agreement to acquire Adapt Pharma and its flagship product Narcan (naloxone HCl) Nasal Spray, the first and only needle-free formulation of naloxone approved by the U.S. FDA and Health Canada, for the emergency treatment of known or suspected opioid overdose as manifested by respiratory and/or central nervous system depression. Total consideration for the transaction is up to $735 million consisting of an upfront payment of $635 million and up to $100 million in cash for potential sales-based milestones through 2022.

Emergent will acquire the Narcan Nasal Spray product and a development pipeline of new treatment and delivery options to address opioid overdose, and bring on approximately 50 employees, located in the U.S., Canada, and Ireland, including those responsible for supply chain management, research and development, government affairs, and commercial operations.

“The acquisition of Adapt Pharma, and with it the Narcan Nasal Spray, the leading community use emergency treatment for opioid overdose, is directly in line with our mission, to protect and enhance life,” said Daniel Abdun-Nabi, chief executive officer, Emergent BioSolutions. “Adding this important life-saving product to our portfolio of preparedness solutions allows us to apply our experience gained from two decades of partnering with the U.S. government to safeguard public health against biological and chemical threats to address the devastating increase in deaths due to opioid overdoses, one of the most serious public health threats facing the nation today.”

Seamus Mulligan, chairman and chief executive officer, Adapt, said, “I am delighted that this transaction will bring Adapt and Emergent together to focus on the opioid crisis-the leading public health issue of our time. With a shared mission of protecting lives from public health threats, I am confident that our combined expertise and resources will accelerate access to Narcan Nasal Spray through investments in public awareness and manufacturing capacity while maintaining a responsible pricing approach. It will also allow us to progress Adapt’s R&D pipeline of additional opioid overdose and addiction treatment options. To maintain the outstanding momentum our team has generated, Adapt will continue to focus on the opioid crisis as part of Emergent’s devices business unit and all employees and facilities will be retained.”