Scholar Rock and Gilead Enter’s $1.5 Billion Collaboration with Deal

Goodwin advised Scholar Rock on its strategic collaboration with Gilead Sciences to discover and develop highly specific inhibitors of transforming growth factor beta (TGFβ) activation for the treatment of fibrotic diseases.

Gilead Sciences, Inc. (NASDAQ: GILD) and Scholar Rock Holding Corporation (NASDAQ: SRRK) have entered into a strategic collaboration to discover and develop highly specific inhibitors of transforming growth factor beta (TGFβ) activation for the treatment of fibrotic diseases.

Under the collaboration, Gilead has exclusive options to license worldwide rights to product candidates that emerge from three Scholar Rock TGFβ programs: inhibitors that target activation of latent TGFβ1 with high affinity and specificity, inhibitors that selectively target activation of latent TGFβ1 localized to extracellular matrix, and a third TGFβ discovery program. Scholar Rock is responsible for antibody discovery and preclinical research through product candidate nomination, after which, upon exercising the option for a program, Gilead will be responsible for the program’s preclinical and clinical development and commercialization. Scholar Rock retains exclusive worldwide rights to discover, develop, and commercialize certain TGFβ inhibitors for oncology and cancer immunotherapy.

In connection with the collaboration agreement, Scholar Rock will receive $80 million in upfront payments, comprised of $50 million cash and $30 million purchase of Scholar Rock Holding Corporation common stock. In addition, Scholar Rock will receive a one-time milestone payment of $25 million upon the successful completion of specific preclinical studies and be eligible to receive up to an additional $1,425 million in potential payments aggregated across all three programs based on the successful achievement of certain research, development, regulatory and commercialization milestones. Scholar Rock would also receive high single-digit to low double-digit tiered royalties on sales of potential future products originating from the collaboration.

Scholar Rock is a clinical-stage biopharmaceutical company focused on the discovery and development of innovative medicines for the treatment of serious diseases in which signaling by protein growth factors plays a fundamental role.

The collaboration team was led by partner Sarah Solomon (Picture) and included counsel Kathleen Kean and associates Shannyn Henke and Sarah Smith; and the equity team was led by partner Laurie Burlingame and included associates Chloe Pletner and Carly Ward. Partners Kingsley Taft (corporate and licensing), James Matarese (corporate) and Julie Tibbetts (FDA) also contributed.

Involved fees earner: Laurie Burlingame – Goodwin Procter; Shannyn Henke – Goodwin Procter; Kathleen Kean – Goodwin Procter; James Matarese – Goodwin Procter; Chloe Pletner – Goodwin Procter; Sarah Smith – Goodwin Procter; Sarah Solomon – Goodwin Procter; Kingsley Taft – Goodwin Procter; Julie Tibbets – Goodwin Procter; Carolyn Ward – Goodwin Procter;

Law Firms: Goodwin Procter;

Clients: Scholar Rock Inc.;