Exhibit 99.3
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Ionis Investor Talking Points
What We Announced
• | Ionis reached an agreement with Akcea to acquire the outstanding shares of Akcea common stock we do not already own, approximately 24%, for $18.15 per share in cash. |
• | This corresponds to a total transaction value of approximately $500 million on a fully diluted basis. |
• | We expect to fund the acquisition through existing cash resources. The transaction is not subject to any financing condition. |
Strategic and Financial Benefits
• | This is another step forward in Ionis’ evolution and creates a stronger, more efficient organization. |
• | This is another step toward our building Ionis’ commercial strategy for the future. |
• | We believe there is significant strategic value in becoming one company – with one vision and one set of strategic priorities, led by one team. |
• | Since the founding of Akcea in 2015, and since its IPO in 2017, in close collaboration with Ionis, Akcea has launched Tegsedi globally and Waylivra in the EU, while advancing a late-stage pipeline and securing important partnerships. |
• | Over that same period, Ionis has evolved significantly. |
• | Our technology has been proven and validated. |
• | Our deep, broad, diverse pipeline of more than 40 potentially transformative medicines has advanced with more than 25 mid- to late-stage programs; and has delivered three commercial products, including the blockbuster Spinraza. |
• | Ionis’ culture of innovation is deeply embedded throughout the organization and continues to thrive. |
• | And our financial position is even stronger today. |
• | We believe this transaction will enhance the future success of our company and accelerate our next phase of growth. |
• | Ionis will also further strengthen its financial position through this transaction … |
• | …by realizing more financial upside from Akcea’s rich pipeline and commercial products. |
• | …by gaining full access to Akcea’s significant cash on hand of approximately $390 million as of June 30, 2020 and future cash flows to further invest in Ionis’ future and further support Ionis’ capital allocation strategy. |
• | …by achieving meaningful cost synergies. |
• | This is the right transaction at the right time and ideally positions Ionis for the future. |
Next Steps
• | Under the terms of the agreement, Ionis will commence a tender offer for all outstanding shares of Akcea common stock not already owned by Ionis at a price of $18.15 per share in cash. |
• | The closing of the tender offer will be subject to a majority of Akcea’s shares not already owned by Ionis, its affiliates or their respective directors and executive officers being tendered in the tender offer. |
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• | Promptly following the completion of the tender offer, Ionis will acquire all remaining shares of Akcea common stock at the same price of $18.15 per share in cash through a second-step merger. |
• | We expect to complete the transaction in the fourth quarter of 2020. |
Closing
• | Thank you again for taking the time to speak with us today. |
• | As always, and as you know, we are committed to open communication with our shareholders, so we’ll keep you apprised of any significant developments. |
• | I’d be happy to take your questions… |