Life Sciences Transactions

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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.

Royalty Monetizations

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.

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Covington Represents Merck In $2.7B Acquisition of Cancer Drug Developer

WASHINGTON—Covington represented Merck & Co., Inc. in its definitive agreement under which Merck, through a subsidiary, will acquire ArQule for $20 per share in cash for an approximate total equity value of $2.7 billion. ArQule is a publicly traded biopharmaceutical company focused on kinase inhibitor discovery and development for the treatment of patients with ...

Covington Advises GSK on 23andMe Collaboration and $300M Investment

SILICON VALLEY—Covington advised GlaxoSmithKline on its multi-year collaboration with and $300 million equity investment in 23andMe. GSK will become 23andMe’s exclusive collaborator for drug target discovery programs. The collaboration will focus on research and development of innovative new medicines and potential cures using human genetics as the basis for ...

Covington Advises BenevolentAI on £80m Funding and Acquisition

LONDON—Covington advised BenevolentAI on an £80 million equity investment by new and existing investors, including Woodford Investment Management, at a pre-money valuation of £1.4 billion. The firm also recently advised BenevolentAI on its acquisition of Proximagen Limited, a Cambridge, UK-based drug discovery and development company, for an undisclosed ...

Covington Represents Autifony Therapeutics in Collaboration and Option Deal with Boehringer Ingelheim

LONDON—Covington represented Autifony Therapeutics Limited in connection with an option and asset purchase agreement with Boehringer Ingelheim (BI), with respect to Autifony's Kv3.1/3.2 positive modulator platform. This agreement provides BI with an exclusive option to acquire Autifony’s Kv3.1/3.2 positive modulator platform, including Autifony's lead compound ...

Covington Advises AstraZeneca on Strategic Collaboration with Circassia

LONDON—Covington advised AstraZeneca on its strategic collaboration with Circassia Pharmaceuticals plc, a respiratory biopharmaceutical company, for the development and commercialisation of Tudorza and Duaklir* in the U.S. Tudorza and Duaklir are inhaled respiratory medicines for the treatment of chronic obstructive pulmonary disease (COPD). Tudorza was ...

Covington Represents India-Based Healthcare Company in Acquisition

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 ...

Covington Advises AstraZeneca on Divestment of Rights to Rhinocort Aqua

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 ...

Covington Represents MRCT in Royalty Monetization Deal

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 ...

Covington Represents Underwriters in Senseonics' IPO

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 ...

Covington Advises AstraZeneca on European Rights to Moventig

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 ...

Covington Advises AstraZeneca on mRNA Collaboration

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 ...