Biotech & Med Device M&A Trends for Private Companies
Five years of startup exit data can tell an investor, entrepreneur, or technology transfer professional an awful lot about current trends in the life science market. But where does one get such data?
Thankfully, Jonathan Norris and the folks at Silicon Valley Bank (SVB) publish a quarterly missive that aggregates and analyzes M&A numbers for biotech and med device companies. In this blog entry I will focus on two graphs, one directly from Jon’s analysis and one that I made based upon Jon’s raw data, from SVB Capital’s recent article “Private Life Science M&A Analysis”.
The Growing Divide: Upfront Payments vs. Milestones

This graph by SVB does a really great job of quantifying the growing disparity between upfront and milestone payments (also referred to as contingent payments, earn-outs, or biobucks). While there is a clear trend toward milestone-laden deals for both medical devices and biotech companies, the divide between upfront and milestone payments is significantly larger for biotech companies. While I think this graph is effective at getting the point across that milestone payments are currently trendy, it does not really sum up the entirety of the situation.
Some other points to consider:
- The decrease in overall deal size (upfront + milestone) for biotech M&A exits for private companies has been significantly impacted by pharma company consolidation. Thanks to consolidation, Pfizer, Abbott, Merck, Sanofi, and Eli Lilly have literally become HUGE companies. Purchasing a private company for a couple of hundred million dollars does little for the bottom line of such large entities, which is why many of their BD groups have been spending the bulk of their time on the lookout for small and mid-cap companies. With pharma companies largely out of the game, valuations have come back down to earth creating an opportunity for mid-cap biopharma companies to become much more acquisitive as evidenced by the recent purchases of venture-backed companies by Gilead and Cephalon.
- Biotech companies typically have larger milestone components because they are purchased earlier on in their life cycles and acquirers want downside protection to protect against the possibility of clinical failure or unanticipated regulatory challenges. While milestone-driven deals are currently wrecking havoc on VCs, it is actually somewhat surprising that such deals took so long to come into vogue.
- Med device companies now take longer to get to exit than biotech companies due to a combination of increased FDA pressure and the fact that a lot of the low hanging fruit has been picked (stents, aortic valves, access devices, etc.). Devices are becoming increasingly complex leading to longer development times and increased regulatory scrutiny (PMA versus 510K). A rash of post-market device failures and weak long-term results in outcomes-based studies has also not helped things. Taken together, acquirers are much more willing to wait until med device technologies mature before they purchase them. Because the companies are older and more de-risked, there is less of a need for milestone payments.
- While the stock market did crash in 2008, it probably had little effect on the considerable decrease in both biotech and med device M&A activity. The underlying reason most likely had more to do with the considerable amount of M&A between large publicly traded companies (Pfizer / Wyeth, etc.) and the resulting stagnant activity of their BD groups.
Developing A Winning Biotech Investment Strategy
Whenever I get a core dump of great information like that from the SVB report, I always try to see if I can reduce the data to a series of bullet points that will enable me to make better investment decisions and provide pointers to my portfolio companies. Jon’s analysis, by therapeutic indication, contains a bunch of great data that a VC would value, such as average years to exit by lead product, number of exits, capital invested per exit, and average multiple on invested capital. While Jon provided a feast of data, I wanted to see if I could apply additional metrics to tease out which therapeutic indications would have been the best investment bets for VCs over the last five years.
My scoring system is pretty simple, 1 being the best and 11 being the worst (as there were 11 therapeutic indications in the study).

As you can tell, my analysis confirmed a few common investor beliefs held among VCs but also produced some results that made me scratch my head.
Confirmed Investor Beliefs…
- Anti-infectives: Performed better than all other therapeutic indications. It was not too long ago that anti-infectives were on the “Do not fly list” for VCs. As recently as the early 2000s anti-infectives were a generic market that had no real need for innovation – that is, until the so-called “superbugs” started sprouting up in hospitals. With hospitals being paid a flat procedure rate by Medicare, there was all of a sudden a real need for good anti-infectives to reduce complication rates and people were willing to pay for new drugs. Pharma companies had all but abandoned this area of drug development, leaving the door wide-open for startups. On top of all those considerations, VCs generally like anti-infectives because animal models correlate pretty well with human trials, making pharma companies much more willing to purchase young companies.
- Target Generating Platforms: This really speaks to how hot biologic drug discovery technologies were from 2005-2010. Established biologic companies, as well as traditional pharma companies that were looking to get into biologics, were willing to pay steep multiples in order to get their hands on great platforms. Small companies like Facet, GlycoFi, and Adnexis were purchased as well as large publicly-traded companies (not listed in the SVB report) like Cougar and Medarex. The go-go days of antibody platform plays are probably over, but there is a chance that the dance party will continue for those companies developing antibody-drug conjugates (see February 23 blog entry). Newer startups will have to find novel ways to differentiate themselves in order to entice acquirers to scoop them up early.
- Oncology: I expected oncology to be the winner instead of anti-infectives, which is a relatively new investment area for a lot of VCs. Oncology is a logical investment area because there is a huge unmet need, lots of validated targets, and a growing patient population due to people living longer. Also, oncology products are typically reimbursed at a pretty high rate thanks to guaranteed Medicare coverage for approved FDA products. However, with 900 oncology products currently in development, product differentiation will become increasingly challenging. On top of that, the FDA continues to raise the bar for oncology, and will make overall survival data versus progression free survival the primary endpoint for most clinical studies, making success both harder and more expensive for drug developers. While challenges abound, I for one, am quite excited about the prospects for great new oncology products getting to market. There is so much exciting drug development going on right now in episomal regulation, DNA repair, antibody-drug conjugates, etc. – all of which could contribute to improved outcomes for patients struggling with cancer.
…And a Few Surprises
- Ophthalmology: I would have pegged ophthalmology as a top performer, yet it performed the worst! From an investment standpoint, ophthalmology has some very attractive characteristics: reasonable reimbursement and regulatory hurdles, low side effect risk (drugs applied topically or via direct injection into the eye), huge markets such as glaucoma and acute macular degeneration (AMD), and patients require chronic care. So why did ophthalmology perform so poorly? First, Xalatan (glaucoma) and Lucentis / Avastin (wet AMD) are really good drugs that are challenging to best in head-to-head trials. A lot of drug programs have been shelved after lackluster clinical data, meaning that they were not counted in the SVB study. Second, there are relatively few acquirers for ophthalmology products, giving such companies moderate incentive to “jump” on high-rising startups. This means that VCs hold onto ophthalmology investments comparatively longer than other therapeutic areas. This is not a huge issue for VCs though, since ophthalmology products typically move through clinical development rather quickly. This means the companies are bought at later stages and therefore typically at higher valuations. A final point is that 2005-2010 was relatively quiet with regards to M&A events for ophthalmology companies, so one should not read to much into this data set.
- Metabolic: Despite the fact that I recently wrote a blog piece that said VCs are hesitant to invest in metabolic companies right now, the metabolic indication performed 2nd best. Diabetes, among other metabolic disorders, is such a huge market that any pharma company would be willing to pay a huge multiple for a phase III asset that produces positive results. And according to the SVB data, they did just that – but that doesn’t really tell the whole story. Remember, the SVB data only focuses on positive outcomes – the M&A events of private companies. What it does not mention is how many companies failed, had partnerships terminated, or got through Phase III with positive results only to have the FDA ask for more data to quantify the risk of cardiovascular side effects. The reward for metabolic disorders will always be there for VCs, the question is which VCS are willing to stomach the risk?
I enjoyed studying Jon’s data and pulling together this blog post. It confirmed, as usual, that I know far less than I think I know. More importantly, it also provided data to say that the life science investment community is doing better than the current negative sentiment would suggest. While life science investing is not experiencing the current explosive growth that consumer internet is having, it is moving along at a solid pace – enough to provide reasonable returns to investors and to get products into the hands of patients who deserve the best care possible.
I should also take a second to provide a quick shout-out to those who are working hard to ramp up excitement for life science startups. First, to Bruce Booth who continues to tell the world about how great the biotech IPO class of 2010 is performing. That is not an easy task given the amount of hype and press coverage currently being directed toward LinkedIn, Facebook, Twitter, and Zygna. And second, to Canaan Partners and Safeguard Scientifics for finding an asset (see FierceBiotech press release) that no one believed in and turning it into one of the best investments ever made by a life science fund.

May 22, 2011
