The Life Sciences team advised RPI Finance Trust, an affiliate of Royalty Pharma, in its definitive agreement with Perrigo Company plc to acquire royalty rights on worldwide sales of Tysabri® (natalizumab) for $2.2 billion plus potential milestone payments of $250 million in 2018 and $400 million in 2020 to be paid if Tysabri sales exceed certain levels. Tysabri is an FDA-approved treatment for multiple sclerosis. Perrigo acquired the rights to the Tysabri royalty stream through the company’s 2013 acquisition of Elan Corporation plc.
Under the terms of the agreement, Royalty Pharma will acquire all of Perrigo’s rights to receive Tysabri royalty payments from and after January 1, 2017, which Perrigo has under an agreement with Biogen, Inc. Royalty Pharma will pay a cash purchase price of $2.2 billion at closing, plus additional payments of $250 million if the royalties earned on global net sales of Tysabri meet specified thresholds during 2018, and $400 million if the royalties earned on global net sales of Tysabri meet specified thresholds in 2020. Perrigo will also assign to Royalty Pharma certain information and audit rights, and the parties have agreed to allocate certain other obligations under Perrigo’s existing agreement with Biogen. The transaction is expected to close within 30 business days, subject to certain specified closing deliverables.
Founded in 1996, Royalty Pharma is the industry leader in acquiring revenue-producing intellectual property, with over $15 billion in royalty assets. Royalty Pharma funds innovation in life sciences both directly and indirectly: directly when it partners with life sciences companies to co-develop and co-fund products in late-stage clinical trials, and indirectly when it acquires existing royalty interests from the original innovators (academic institutions, research hospitals, foundations and inventors). The company’s portfolio includes royalty interests in over 40 approved products including AbbVie’s Humira, AbbVie and J&J's Imbruvica, Biogen’s Tecfidera, Vertex’s Kalydeco and Orkambi, J&J’s Remicade, Merck’s Januvia, Gilead’s Atripla and Truvada, Pfizer’s Lyrica, and Astellas and Pfizer’s Xtandi.
For additional details on the transaction, please read the press release.