Covington Advises AstraZeneca on Acquisition of Rights to Actavis' Branded Respiratory Portfolio

LONDON, 5 February, 2014 — Covington advised AstraZeneca on its acquisition of the rights to Actavis' branded respiratory business in the US and Canada for an initial consideration of $600 million on completion and low single-digit royalties above a certain revenue threshold.

Upon completion of the transaction, AstraZeneca will own the development and commercial rights in the US and Canada to TudorzaTM PressairTM (aclidinium bromide inhalation powder), a twice-daily long-acting muscarinic antagonist (LAMA) for chronic obstructive pulmonary disease (COPD), and Daliresp® (roflumilast), the only once-daily oral PDE4 inhibitor currently on the market for COPD. AstraZeneca will also own development rights in the US and Canada for LAS40464, the combination of a fixed dose of aclidinium with formoterol long acting beta agonist (LAMA/LABA) in a dry powder inhaler, which is approved in the EU under the brand name Duaklir® Genuair®.

The strategic transaction strengthens AstraZeneca's respiratory franchise globally and builds on the acquisition of Almirall's respiratory portfolio in 2014 by extending the company's development and commercialisation rights into the US for both Tudorza Pressair and Duaklir Genuair.

AstraZeneca will also pay Actavis an additional $100 million and Actavis has agreed to a number of contractual consents and approvals, including certain amendments to the ongoing collaboration agreements between AstraZeneca and Actavis.

Working together with AstraZeneca’s in-house legal team, the Covington team was led by partners Catherine Dargan and Lucinda Osborne. The team included lawyers from the firm’s Washington, New York and London offices, including Mike Riella, Gregor Frizzell, and Maya Yette (M&A), Ed Dixon and James Wawrzyniak (life sciences transactional), Michael Labson (regulatory), James Dean (antitrust), and Robert Heller (tax).