Vicept Therapeutics and Allergan, Inc. announced that they have entered into a definitive agreement for Allergan to acquire all of the outstanding shares and assets of the privately-held dermatology company. The agreement, estimated to close in the third quarter of 2011, includes a $75 million cash up-front payment by Allergan plus up to an aggregate of $200 million in payments payable by Allergan contingent upon achieving certain future development and regulatory milestones plus additional payments contingent upon acquired products achieving certain sales milestones.

Founded in 2009 and backed by Vivo Ventures, Fidelity Biosciences and Sofinnova Ventures, Vicept Therapeutics' lead investigational product, V-101, is a topical cream for the treatment of the erythema (redness) associated with rosacea that has achieved positive results in two randomized, placebo-controlled phase II studies.

“The two phase II studies demonstrated the clinical potential of our lead product V-101 in Type I rosacea (Erythematous Rosacea), a dermatological problem for which there currently is no approved therapy,” said Dr Neal Walker, president and CEO of Vicept. “We believe Allergan is the best company to complete the development and make the therapy available to the clinical community and their patients, fulfilling our shared mission.”

“The acquisition of Vicept Therapeutics will further enhance our dermatology research and development pipeline, and matches our corporate strategy and long-standing commitment to patients suffering from skin disorders,” said Scott M Whitcup, MD, executive vice president, chief scientific officer of Allergan. “We look forward to potentially providing a new treatment option to physicians and their patients suffering from this often burdensome condition.”

Steve Tullman, executive chairman of Vicept added, “The progress Vicept has made was truly a team effort with strong support from an excellent investor syndicate led by Albert Cha, MD, PhD from Vivo Ventures. Vicept is very pleased to reach this agreement with Allergan, an outstanding global company with a long track record in dermatology, who can leverage the full value of our rosacea programme with its significant global development and commercialization resources. Leerink Swann, LLC advised the Board of Directors of Vicept in their review of strategic alternatives.”

Rosacea is a common, chronic skin disorder that affects over 15 million Americans and over 45 million people worldwide. Erythematotelenagietic rosacea (ETR), Type I, is the most commonly encountered subtype, and is most characterized by frequent episodes of transient facial erythema (flushing) and non-transient, or persistent, erythema. It may also be accompanied by facial edema, burning, or stinging, and sensitivity of the skin and intolerance to topically applied products is common.

Rosacea remains a disorder of uncertain etiology and pathogenesis, though the flushing and erythema of ETR are theorized to arise from an abnormal response of the cutaneous blood vessels of the face to neurological, hormonal, thermal, topical, or other stimuli, resulting in an abnormal dilation of facial blood vessels. There is currently no approved topical therapy for the treatment of ETR.

Vicept Therapeutics, Inc. is a privately held specialty pharmaceutical company with a mission to develop the first effective topically applied therapy directed toward the erythema of rosacea and other disorders characterized by redness and or flushing of the skin.

Allergan, Inc. is a multi-specialty health care company established 60 years ago with a commitment to uncover the best of science and develop and deliver innovative and meaningful treatments to help people reach their life's potential.