Royalty Pharma’s $150 Million Funding and Stock Purchase Agreements

Sullivan & Cromwell LLP served as legal advisor to Biohaven and Goodwin Procter LLP and Jones Day acted as legal advisors to Royalty Pharma on the transactions.

Biohaven has sold tiered, sales-based participation rights on future global net sales of products containing rimegepant (BHV-3000) or BHV-3500 and certain derivative compounds thereof to Royalty Pharma for $100 million. Royalty Pharma has also agreed to purchase $50.0 million in common shares of Biohaven, at a price of $45.00 per share, representing an approximately 19% premium over the 15-day volume-weighted average price through June 15, 2018.

This total of $150 million funding, in addition to current cash on hand, provides Biohaven the resources to support the Company’s rimegepant development program through NDA filing, progression of BHV-3500 into Phase 2, advancement of the glutamate modulator platform, and further development of the Company’s earlier pipeline and clinical infrastructure. The participation rate commences at 2.10 percent on global annual net sales of products up to and equal to $1.5 billion, declining to 1.50 percent on global annual net sales of products exceeding $1.5 billion. These transactions are expected to provide sufficient cash to fund operations through the end of 2019.

Goodwin advised Royalty Pharma with a team including Karen Spindler (Picture), Art McGivern and Yasin Akbari.

Involved fees earner: Karen Spindler – Goodwin Procter; Arthur McGivern – Goodwin Procter; Yasin Akbari – Goodwin Procter;

Law Firms: Goodwin Procter;

Clients: Royalty Pharma;

Author: Ambrogio Visconti