The Life Sciences team advised Royalty Pharma plc (Nasdaq: RPRX) on its $2.025 billion strategic funding partnership with MorphoSys AG (Nasdaq: MOR; FSE: MOR) as part of MorphoSys’ $1.7 billion acquisition of Constellation Pharmaceuticals (Nasdaq: CNST). This partnership is expected to fuel the expansion of the combined company’s capabilities to help enable the development and potential approvals of important cancer treatments.
The long-term strategic funding partnership agreement will provide MorphoSys with an upfront payment of $1.425 billion and up to $150 million in milestone payments, and is anchored by Royalty Pharma’s acquisition of MorphoSys’ rights to receive future royalties on Janssen’s Tremfya (guselkumab). Royalty Pharma will also acquire MorphoSys’ rights to receive future royalties and certain future milestone payments on gantenerumab (in Phase 3 development by Roche) and otilimab (in Phase 3 development by GSK), as well as a 3% interest in future net sales of pelabresib and CPI-0209, which MorphoSys will acquire in connection with its transaction with Constellation.
In parallel, Royalty Pharma has agreed to purchase up to $350 million in development funding bonds from MorphoSys, as well as $100 million of MorphoSys’ ordinary shares.
Royalty Pharma is the largest buyer of biopharmaceutical royalties and a leading funder of innovation across the biopharmaceutical industry, collaborating with innovators from academic institutions, research hospitals and not-for-profits through small and mid-cap biotechnology companies to leading global pharmaceutical companies.
MorphoSys is a commercial-stage biopharmaceutical company dedicated to the discovery, development and commercialization of innovative therapies for people living with cancer and autoimmune diseases.
Constellation is a clinical-stage biopharmaceutical company developing novel therapeutics that selectively modulate gene expression to address serious unmet medical needs in patients with cancer.
The Goodwin team was led by Art McGivern, Robert Crawford, Jacqueline Mercier, Yasin Akbari, and Sarah Stoiber, and included Yasee Zahedi, EA Weeks, and Katerina Stavrianidis (Collaborations + Licensing), Stephan Kock, Greg Fox, Dimitar Morfov, Thomas Schaak, and Timo Baumann (Debt Finance and Restructuring), Marina Ahmad and Mingshu Liu (Life Sciences), Paul Jin (Antitrust), with assistance from Gregor Klenk, Jim Barri, Milena Tantcheva, and Kris Ring.