The Life Sciences team advised RTW Investments, a global investment firm that focuses on identifying transformational and disruptive innovations in biopharmaceutical and medical technologies, and Ji Xing Pharmaceuticals, a biopharmaceutical company backed by RTW and focused on the development and commercialization of innovative medicines in greater China, on their strategic licensing and financing collaboration with Cytokinetics, Incorporated (Nasdaq: CYTK) related to CK-274, a next-generation cardiac myosin inhibitor in development for the treatment of hypertrophic cardiomyopathies (HCMs) and other clinical indications that may be associated with excessive cardiac muscle contractility. RTW will provide to Cytokinetics an upfront combination of committed capital, funding and sale proceeds of up to $250 million under this relationship, which consists of a license, royalty funding arrangement, royalty monetization, and equity investment. Goodwin advised RTW and Ji Xing on the license, royalty funding arrangement and equity investment.
The exclusive license from Cytokinetics to Ji Xing will allow Ji Xing to develop and commercialize CK-274 in China and Taiwan. In addition to an upfront payment, Cytokinetics is eligible to receive from Ji Xing up to $200 million in future development and commercial milestone payments as well as royalties on future sales of CK-274 in certain Asian countries.
In parallel, RTW has also agreed to provide up to $90 million in two tranches to Cytokinetics for the development and commercialization of CK-274 in obstructive HCM and non-obstructive HCM, subject to achievement by Cytokinetics of certain clinical trial milestones by specified dates. In exchange for providing this development funding, RTW will receive a royalty of 2%, if a single tranche is paid, and 4%, if both tranches are paid, on net sales of CK-274 in the United States, European Union, United Kingdom, Switzerland and certain other European countries. Finally, RTW has purchased $50 million of Cytokinetics’ common stock.The Goodwin cross-disciplinary team that advised RTW and Ji Xing was led by partners Kingsley Taft, Wendy Pan and Shane Albright and associate Yasin Akbari (Life Sciences) and partner Milena Tantcheva and associate Chris Steinroeder (Debt Finance), with invaluable help from Freddy Yip and associate Kelvin Lin (Life Sciences). The team also included partner Dan Karelitz (Tax), partner James Matarese (M&A) and partner Paul Jin (Antitrust).