Covington Advises AstraZeneca on Acquisition of Diabetes Alliance Assets

Covington Advises AstraZeneca on Acquisition of Diabetes Alliance Assets

December 19, 2013

NEW YORK, December 19, 2013 — Covington & Burling advised AstraZeneca in its acquisition of Bristol-Myers Squibb's interests in the companies’ diabetes alliance for an initial consideration of $2.7 billion on completion and up to $1.4 billion in regulatory, launch and sales-related payments.

AstraZeneca has also agreed to pay various sales-related royalty payments up until 2025. In addition, AstraZeneca may make payments up to $225 million when certain assets are subsequently transferred. Under the deal, approximately 4,100 Bristol-Myers Squibb employees dedicated to the diabetes business will eventually transition to AstraZeneca.

Upon completion of the transaction, AstraZeneca will own intellectual property and global rights for the development and commercialization of the diabetes business, which includes Onglyza® (saxagliptin), Kombiglyze™ XR (saxagliptin and metformin HCl extended release), Komboglyze™ (saxagliptin and metformin HCl), dapagliflozin (marketed as Forxiga® outside the US), Byetta® (exenatide), Bydureon® (exenatide extended-release for injectable suspension), metreleptin and Symlin® (pramlintide acetate).

Working together with AstraZeneca’s in-house transatlantic legal team, the Covington team was led by Catherine Dargan, Edward Dixon, Stephen Infante, Lucinda Osborne, and Amy Toro. The team was advised by lawyers from the firm’s Brussels, London, New York, San Francisco, and Washington offices, including Scott Roades (corporate); James Dean and Miranda Cole (competition); and Christopher Walter and Robert Newman (labor, employment and executive compensation).