Hogan Lovells has advised MorphoSys in contract negotiations of a global collaboration and license agreement to further develop and commercialize MorphoSys’ key asset tafasitamab.
Under the terms of the agreement, MorphoSys and the US pharmaceutical company Incyte Corporation intend to co-commercialize tafasitamab in the United States, while Incyte holds exclusive commercialization rights outside the United States.
The agreement is considered one of the largest pharmaceutical licensing transactions of any German biotech company. Under the terms of the collaboration and license agreement, MorphoSys will receive an upfront payment of $750 million. In addition, Incyte will make an equity investment into MorphoSys of $150 million and will make an equity investment in new American Depositary Shares (ADS) of MorphoSys at a premium to the share price at signing of the agreement. Depending on the achievement of certain developmental, regulatory and commercial milestones, MorphoSys will be eligible to receive milestone payments amounting up to $1.1 billion. MorphoSys will also receive tiered royalties on ex-U.S. net sales of tafasitamab in a mid-teens to mid-twenties percentage range of net sales. Incyte and MorphoSys will be jointly responsible for commercialization activities in the U.S. and will share profits and losses on a 50:50 basis.
tafasitamab is an anti-CD19 antibody currently in development to treat blood cancer.
MorphoSys AG is a therapeutic antibody company based in Martinsried, Germany.
Hogan Lovells Team for MorphoSys included Dr. Jörg Schickert (Picture), Arne Thiermann (Partner, Hamburg); Michele S. Harrington (Partner, Northern Virginia), Tracy Penfield (Senior Associate, Washington D.C.); Dr. Marc Schweda (Partner), Dr. Jan-Christoph Rudowicz (Senior Associate, both Hamburg); Robert Church (Partner, Pharmaceuticals and Biotechnology, Regulatory, Los Angeles), Meredith Manning (Partner, Pharmaceuticals and Biotechnology, Regulatory, Washington D.C./Denver); Margaret Kathryn Pennisi (Associate, IPMT, Northern Virginia).
Involved fees earner: Robert Church – Hogan Lovells; Michele Harrington – Hogan Lovells; Meredith Manning – Hogan Lovells; Tracy Penfield – Hogan Lovells; Margaret Kathryn Pennisi – Hogan Lovells; Jan-Christoph Rudowicz – Hogan Lovells; Jörg Schickert – Hogan Lovells; Marc Schweda – Hogan Lovells; Arne Thiermann – Hogan Lovells;
Law Firms: Hogan Lovells;
Clients: MorphoSys AG;