Press Release
January 9, 2023

Merck and Kelun-Biotech Announce $9.5 Billion ADC Collaboration

The Life Sciences team advised Sichuan Kelun-Biotech Biopharmaceutical in its exclusive license and collaboration agreement with Merck (NYSE: MRK) to develop seven investigational preclinical antibody-drug conjugates (ADC) for the treatment of cancer. Under the agreement, Kelun-Biotech has granted Merck exclusive global licenses to research, develop, manufacture and commercialize multiple investigational preclinical ADC therapies and exclusive options to obtain additional licenses to ADC candidates. Kelun-Biotech retains the right to research, develop, manufacture and commercialize certain licensed and option ADCs for mainland China, Hong Kong and Macau. In connection with the transaction, Kelun-Biotech will receive an upfront payment of $175 million from Merck. Kelun-Biotech is also eligible to receive future development, regulatory and sales milestone payments totaling up to $9.3 billion, if Kelun-Biotech does not retain mainland China, Hong Kong and Macau rights for the option ADCs and all candidates achieve regulatory approval, plus tiered royalties on net sales for any commercialized ADC product. The transaction is subject to customary closing conditions including regulatory approval under the Hart-Scott Rodino (HSR) Act and approvals by the shareholders of Kelun-Biotech and Sichuan Kelun Pharmaceutical Co., Ltd.

Kelun Biotech is a clinical-stage biotech company established in 2016, a controlled subsidiary of Sichuan Kelun Pharmaceutical Co., Ltd, engaged in biologic therapeutics as well as small molecule discovery and development.

The Goodwin team was led by Wenseng “Wendy” Pan, Christopher Zhong, Kevin Guan and Longfei Fang, and included Paul Jin, Kevin Walsh, Charlie Stewart and Emily Unger.

For more details, please read the press release.