Paratek Pharmaceuticals Acquires Optinose in $330M Deal to Expand Chronic Rhinosinusitis Treatment Market

The acquisition brings XHANCE®, a drug-device therapy for CRS, into Paratek’s portfolio, signaling a major push into specialty care and primary care markets.

March 19, 2025 – Boston & Yardley, PA – In a strategic move to broaden its reach in respiratory and specialty medicine, Paratek Pharmaceuticals has announced a definitive agreement to acquire Optinose, the developer of XHANCE®, a drug-device combination therapy for chronic rhinosinusitis (CRS). The deal is valued at up to $330 million, including a 50% premium over Optinose’s closing price on March 19, 2025.

This acquisition marks a significant milestone for Paratek, positioning it as a multi-product company targeting both specialists and primary care providers with innovative therapies that address large, underserved markets.

What Makes XHANCE® Unique?

XHANCE is an FDA-approved fluticasone propionate therapy delivered via the proprietary Exhalation Delivery System™ (EDS®). The device enables corticosteroid deposition into hard-to-reach sinus regions, improving CRS symptoms while potentially reducing the need for surgery or systemic treatments.

First approved in 2017 for CRS with nasal polyps, XHANCE received an expanded indication in 2024 for CRS without nasal polyps—increasing the addressable U.S. patient population tenfold to nearly 10 million adults. Notably, most of these patients are treated by primary care physicians rather than ENT or allergy specialists.

Strategic Fit with Paratek’s Vision

The acquisition complements Paratek’s current flagship antibiotic, NUZYRA®, which is already promoted to primary care providers. With this overlap in prescribing physicians, Paratek plans to leverage its expanded field force and Optinose’s specialist sales infrastructure to accelerate XHANCE adoption across both specialist and generalist channels.

“The XHANCE indications represent overlapping call points with NUZYRA,” said Dr. Evan Loh, CEO of Paratek. “This transaction broadens our reach and creates a stronger platform for future product acquisitions.”

Deal Terms and Shareholder Benefits

Under the deal structure:

• Optinose shareholders will receive $9 per share in cash
• Up to $5 per share may be paid as Contingent Value Rights (CVRs) if revenue milestones are met
• Potential CVR payouts include:
  • $1/share if XHANCE hits $150M net sales in a calendar year before 2029
  • $4/share if XHANCE reaches $225M before 2030

The acquisition is backed by capital from B-FLEXION Life Sciences, Novo Holdings, and debt financing from Oaktree Capital Management.

Market Impact and Industry Significance

Chronic rhinosinusitis affects millions of Americans, often resulting in underdiagnosis, suboptimal treatment, and repeat healthcare visits. XHANCE is currently the only therapy approved for both CRS with and without nasal polyps, giving it a first-mover advantage in this expanded market.

The transaction also reflects a broader trend in biotech: mid-sized companies leveraging existing infrastructure to expand via strategic acquisitions, particularly in adjacent therapeutic areas where commercial synergies can be maximized.

“We have long recognized XHANCE’s potential to transform CRS care,” added Dr. Ramy Mahmoud, CEO of Optinose. “Paratek is well positioned to scale awareness and access for patients who need it.”