Sumitomo Dainippon Pharma Co. Ltd.’s acquisition of Tolero Pharmaceuticals, Inc.


Jones Day has advised Sumitomo Dainippon Pharma Co. Ltd. in the acquisition of Tolero Pharmaceuticals, Inc.

Through this transaction, Sumitomo Dainippon Pharma has acquired six compounds, including a cyclin-dependent kinase 9 (CDK9) inhibitor alvocidib, which is under clinical development by Tolero for the treatment of hematologic malignancies, and has strengthened its development pipeline in oncology, one of its focus therapeutic areas.

Alvocidib is currently being investigated in a Phase 2 study for biomarker-positive patients with acute myeloid leukemia (AML) in the U.S., and a New Drug Application (NDA) is expected to be submitted to the U.S. Food and Drug Administration (FDA) in fiscal 2018 at the earliest.

Under the terms of the agreement, Sumitomo Dainippon Pharma will make an upfront payment of $200 million to the shareholders of Tolero upon the closing of the acquisition, and thereafter it will make development milestone payments of up to $430 million related to the compounds being developed by Tolero based on its progress. After the launch, Sumitomo Dainippon Pharma will also make commercial milestone payments up to $150 million based on the net sales of the compounds.

Jones Day has advised Sumitomo Dainippon Pharma Co. Ltd. on the deal with a team led by Tokyo-based M&A partner Scott T. Jones (picture) and Irvine partner Jonn R. Beeson.

Wilson Sonsini Goodrich & Rosati has advised Tolero Pharmaceuticals in the transaction with a Corporate team led by Dan Koeppen, Patrick Anding, David Mashburn and Evan Kravitz; on Technology Transactions acted Ian Edvalson; on Regulatory aspects advised David Hoffmeister and Jon Nygaard; on Antitrust matters acted Paul Jin and

Roisin Comerford; on Employee Benefits and Compensation law acted Scott McCall and Brandon Gantus; and on Tax aspects acted Greg Broome and Devin Heckman; and on Employment Litigation matters acted Rebecca Stuart and Briza Sanchez.

Involved fees earner: Dan Koeppen – Wilson Sonsini Goodrich & Rosati; Patrick Anding – Wilson Sonsini Goodrich & Rosati; David Mashburn – Wilson Sonsini Goodrich & Rosati; Evan Kravitz – Wilson Sonsini Goodrich & Rosati; Ian Edvalson – Wilson Sonsini Goodrich & Rosati; David Hoffmeister – Wilson Sonsini Goodrich & Rosati; Jon Nygaard – Wilson Sonsini Goodrich & Rosati; Paul Jin – Wilson Sonsini Goodrich & Rosati; Roisin Comerford – Wilson Sonsini Goodrich & Rosati; Gregory Broome – Wilson Sonsini Goodrich & Rosati; Devin Heckman – Wilson Sonsini Goodrich & Rosati; Rebecca Stuart – Wilson Sonsini Goodrich & Rosati; Briza Sanchez – Wilson Sonsini Goodrich & Rosati; Scott McCall – Wilson Sonsini Goodrich & Rosati; Brandon Gantus – Wilson Sonsini Goodrich & Rosati; Jonn Beeson – Jones Day; Scott Jones – Jones Day;

Law Firms: Wilson Sonsini Goodrich & Rosati; Jones Day;

Clients: Sumitomo Dainippon Pharma Co., Ltd; Tolero Pharmaceuticals, Inc.;

Avatar

Author: Ambrogio Visconti