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Widely recognized as a global leader in strategic transactions, with bench strength in the U.S., Europe and Asia, Covington advises on many of the industry's largest and most innovative life sciences transactions year after year. We leverage extensive cross-border experience and a deep understanding of industry-specific regulatory, IP and commercial considerations to craft comprehensive, practical and forward-looking solutions across the full range of strategic and commercial transactions.
Our corporate practice is consistently recognized for excellence by Chambers, Legal 500, and Corporate Board Member, and our life sciences industry group is ranked in the top tier for transactional, regulatory, IP and litigation capabilities around the world by Chambers, Legal 500, Law 360 and LMG Life Sciences. Our life sciences transactional practice integrates these industry leading capabilities to meet the specialized needs of life sciences companies.
Collaborations, Licensing and Commercial Agreements
A hallmark of our transactional practice is our experience structuring, negotiating, and drafting strategic collaboration, licensing, co-development, co-promotion, technology transfer and various types of commercial agreements, ranging from highly-complex global alliances to more standard licensing agreements.
We work collaboratively with our clients to develop pragmatic, flexible agreements that promote productive and lasting relationships by focusing on the shared business goals of all parties.
We have completed numerous cross-border and other corporate partnering deals for clients throughout the world. Our extensive work for established pharmaceutical and biotech companies gives us a deep understanding of later-stage and commercial agreements as well as complex research and discovery alliances. We have assisted with preparing standard agreement forms for co-promotion, contract sales force, distribution, and authorized generic deals, and are regularly called upon to provide benchmarking advice, as well as to assist with restructuring and unwinding troubled or underperforming relationships negotiated by other firms.
Mergers & Acquisitions
Covington’s mergers and acquisitions team represents pharmaceutical, specialty pharmaceutical, biotech and medical device companies in public and private acquisitions and dispositions globally. Overall, over the last few years, Covington’s mergers and acquisition team has represented clients in and outside of the life science industry in over 500 completed transactions with an aggregate value in excess of $500 billion. We provide thorough and sophisticated analysis of the agreements, regulatory issues and IP rights that are central to M&A transactions in the life sciences industry. Our M&A lawyers understand the sometimes fluid nature of transactions in the life sciences sector, and have considerable experience working across disciplines on dual-track transactions and advising on deals as they evolve from acquisitions or dispositions to arrangements that are more collaborative in nature.
Covington has a highly sophisticated royalty monetization practice dedicated to helping universities, life sciences companies and other institutions manage risk, raise capital, and maximize the value of their intellectual property assets. We are widely recognized as a leader in this very specialized field and have advised on royalty monetization transactions with an aggregate value in excess of $3 billion. Covington's deep experience in royalty monetizations has given us an understanding of, and familiarity with, the perspectives and requirements of the participants in this novel and growing market and allows us to help our clients design structures to successfully and efficiently implement these unique and complex transactions.
Assisting AbbVie in structuring and negotiating a novel collaboration with the Google-backed life sciences start-up company Calico to form a $1.5 billion to fund a program focused on aging and age-related diseases.
Representation of AstraZeneca in its strategic diabetes alliance with Bristol-Myers Squibb, including with respect to collaboration arrangements for the development and commercialization of Amylin Pharmaceuticals’ portfolio of diabetes products following BMS’s acquisition of Amylin in a deal valued at $7 billion (approximately half the cost of which was borne by AstraZeneca).
Illumina in a strategic alliance with Genomics England for a four-year project to decode 100,000 human genomes.
Salix Pharmaceuticals in its licensing agreement with Alfa Wasserman S.p.A., by which Salix has licensed rights in the United States and Canada to an extended intestinal release (EIR) formulation of rifaximin.
Represented Procter & Gamble in the $3.1 billion sale of its global pharmaceuticals business to Warner Chilcott.
Represented Salix Pharmaceuticals in antitrust issues related to its $2.6 billion acquisition of Santarus, Inc., another specialty pharmaceutical company focused on gastrointestinal treatments and in its $300 million acquisition of Oceana Therapeutics, LCC.
October 21, 2016
WASHINGTON—Covington represented India-based Piramal Enterprises and its wholly owned Critical Care subsidiary in the UK in the acquisition of five anesthesia and pain management injectable products from Janssen Pharmaceutica NV, in an all cash deal for an upfront consideration of US$155 million, and up to an additional US$20 million.
The products to be acquired ...
October 7, 2016
LONDON—Covington advised AstraZeneca on its agreement with Cilag GmbH International, an affiliate of Johnson & Johnson, for the divestment of the rights to Rhinocort Aqua outside the U.S.
Rhinocort Aqua is a nasal spray indicated for allergic and non-allergic rhinitis (inflammation of the inside of the nose), and for the treatment of nasal polyps (swelling of ...
August 5, 2016
NEW YORK—Covington advised Dana-Farber Cancer Institute in its monetization of a portion of its interest in royalties related to its Programmed Death Ligand-1 (PD-L1) intellectual property. PD-L1 inhibitors are immuno-oncology drugs used for the treatment of various types of metastatic cancer.
CPPIB Credit Europe S.à r.l., a wholly owned subsidiary of Canada ...
July 15, 2016
NEW YORK—Covington advised Medical Research Council Technology, a UK-based independent life science medical research charity, in its sale of a portion of the royalty stream associated with its cancer drug Keytruda® for $150 million (£115.6 million).
Keytruda® (pembrolizumab), is a new generation treatment which stimulates the body’s immune system to fight ...
July 1, 2016, Law360
Van Ellis and John Hurvitz are quoted in a Law360 article regarding Ellis’ arrival as a partner in the firm’s life sciences transactions practice. According to Ellis, who says he is drawn to how Covington deals with some of the largest and most complex transactions in the industry, “Every deal is different than the other deals. There are innovative aspects of ...
June 20, 2016
WASHINGTON—Van Ellis has joined Covington as a partner in its life sciences transactions practice, resident in Washington.
Mr. Ellis has extensive experience in a wide variety of technology-based transactions and corporate matters in the life sciences field, from billion-dollar global collaborations to daily commercial and operational matters. He also counsels ...
March 24, 2016
NEW YORK - Covington advised the underwriters in the $45 million initial public offering of common stock of Senseonics Holdings, Inc. The offering closed on March 23, 2016. Shares of Senseonics trade on the NYSE MKT under the ticker “SENS.”
Senseonics develops continuous glucose monitoring systems for patients with diabetes. Its Eversense product consists of ...
March 1, 2016
LONDON — Covington advised AstraZeneca on an agreement with ProStrakan Group, a subsidiary of Kyowa Hakko Kirin Co. Ltd., for the rights to Moventig (naloxegol) in the European Union (EU), Iceland, Norway, Switzerland and Liechtenstein.
Moventig is the first once-daily, oral peripherally-acting mu-opioid receptor antagonist (PAMORA) approved in Europe for the ...
January 13, 2016
LONDON — Covington advised AstraZeneca, along with its global biologics research and development arm, MedImmune, on a new collaboration with Moderna Therapeutics to discover, co-develop and co-commercialize messenger RNA (mRNA) therapeutic candidates for the treatment of a range of cancers. The collaboration is in addition to the agreement announced by the ...
January 13, 2015
WASHINGTON, DC, January 13, 2015 — For the third consecutive year, Law360 named Covington’s life sciences practice one of the top “Life Sciences Practice Groups of the Year.” Law360 recognized Covington for its “significant litigation wins and helping clinch big deals between pharmaceutical companies.” Among the matters highlighted were Covington’s handling of ...
July 30, 2014, Bloomberg
July 30, 2014, Legal Business
Lucinda Osborne, Gregor Frizzell, Christopher Walter and Miranda Cole are mentioned regarding their representation of AstraZeneca on its £1.2bn acquisition of Spanish healthcare group Almirall’s respiratory unit.
March 25, 2013
LONDON, 25 March, 2013 — AstraZeneca and Moderna Therapeutics announced an agreement to develop and commercialise pioneering messenger RNA therapeutics™ for the treatment of serious cardiovascular, metabolic and renal diseases as well as cancer. Covington & Burling advised AstraZeneca on the deal, working alongside AstraZeneca’s in-house legal team. Under the ...
2012, PLC Life Sciences Handbook 2012