Hannah H. Freeman
In her practice, Hannah advises clients in the life sciences industry on strategic transactions that are of critical strategic importance, with particular focus in licensing and collaboration transactions, and asset acquisitions and divestitures. Hannah advises a wide range of both public and private companies and investors in a variety of transactions involving corporate and intellectual property matters, including product and platform collaborations throughout discovery, development and commercialization phases, royalty purchasing and monetization transactions, joint ventures, mergers and acquisitions, supply and distribution arrangements, co-promotion arrangements, and other strategic commercial agreements.
Her clients include global biotechnology and pharmaceutical companies such as Pfizer, Takeda, and Boehringer Ingelheim, smaller biotechnology pioneers such as Akebia Therapeutics, Blueprint Medicines, Sana Biotechnology, and Sarepta Therapeutics, royalty purchasers such as Royalty Pharma, academic institutions such as The Broad Institute, sports industry players, including the National Football League and the Boston Red Sox, and private equity funds such as TPG, TSG Consumer Partners, New Mountain, Bain Capital, and Berkshire Partners.
Strategic Life Sciences Transactions
- Represented Coherus BioSciences in a $1.1 billion, cross-border collaboration agreement with Junshi Biosciences directed towards the development and commercialization of Junshi’s anti-PD-1 antibody, toripalimab, in the United States and Canada.
- Advised a biotechnology company in a global agreement worth over $1.5 billion to develop and commercialize treatments for mood and movement disorders.
- Represented CStone Pharmaceuticals in a global strategic partnership with biotech EQRx to out-license two late-stage immune checkpoint inhibitor therapies for development and commercialization outside of Greater China. CStone will receive an upfront payment of $150 million and up to $1.15 billion in milestone payments for both therapies as well as separate tiered royalties.
- Represented CStone Pharmaceuticals in a license agreement with South Korea-based LegoChem Biosciences for development and commercialization of a new antibody drug conjugate with applications for multiple solid and hematological cancers.
- Represented ImmunoGen Inc. in an exclusive collaboration with Hangzhou Zhongmei Huadong Pharmaceutical Co. to develop and commercialize mirvetuximab soravtansine, a treatment for ovarian cancer, in Greater China.
- Advised Takeda Pharmaceutical Company Limited in a co-development and co-commercialization collaboration and license agreement with Arrowhead Pharmaceuticals worth up to $1 billion to develop ARO-AAT to treat AATLD, a liver disease.
- Represented Sarepta Therapeutics in a license agreement with Hansa Biopharma, with payments totaling up to $407.5 million, pursuant to which Sarepta will receive an exclusive worldwide license to develop and commercialize imlifidase as a pre-treatment for Sarepta’s gene therapy in patients with Duchenne muscular dystrophy (DMD) or Limb-girdle muscular dystrophy (LGMD).
- Represented Takeda Pharmaceutical Company Limited in a strategic collaboration valued at up to $2 billion with Neurocrine Biosciences, Inc. to develop and commercialize possible psychiatric therapies within Takeda’s early-to-mid-stage portfolio, including an exclusive, worldwide license to Neurocrine for seven psychiatry pipeline programs related to schizophrenia, treatment-resistant depression and anhedonia.
- Represented Lassen Therapeutics in securing a total of $31 million in Series A financing, spread across three tranches based on achievement of certain milestones, led by Frazier Healthcare Partners, Alta Partners and Longwood Fund. The financing will provide funding for the development of antibodies as possible treatments for fibrosis, oncology, and other rare diseases.
- Represented Sarepta Therapeutics in a $1.15 billion collaboration and license agreement, which granted Roche exclusive rights to commercialize Sarepta’s investigational single treatment gene therapy for Duchenne muscular dystrophy (DMD) outside the United States as well as options to bring forward certain other Sarepta products for the treatment of DMD.
- Advised Adaptimmune Therapeutics in a co-development and co-commercialization agreement with Astellas Pharma worth up to $897.5 million to identify and develop new stem-cell derived allogeneic T-cell therapies to cancer patients.
- Represented Takeda Pharmaceutical Company Limited in a collaboration and license agreement worth up to $900M with Turnstone Biologics directed towards the development and commercialization of a leading oncolytic candidate.
- Represented Sarepta Therapeutics Inc. in a collaboration and license agreement with StrideBio Inc., a North Carolina-based biotechnology company, to develop gene therapies for up to eight central nervous system (CNS) and neuromuscular targets.
- Represented BioCryst Pharmaceuticals, Inc. in the licensing of commercialization rights in Japan for BCX7353, a preventative treatment for hereditary angioedema (HAE) attacks, to Torii Pharmaceutical, Co., a Japanese pharmaceutical company.
- Advised The Independent Transactions Committee of the Board of Directors of Akcea Therapeutics in connection with the negotiation of an exclusive, worldwide licensing deal with affiliate Ionis Pharmaceuticals related to the commercialization of two of Ionis’ drugs for the treatment of hereditary transthyretin amyloidosis, a progressive and fatal disease resulting from abnormal protein deposits in the peripheral nervous system. This transaction is potentially worth up to $1.7 billion plus profit sharing payments.
- Represented Akebia Therapeutics, Inc. in its exclusive license agreement with Vifor Pharma Group, pursuant to which Vifor is granted the exclusive right to distribute Akebia’s Phase 3 oral anemia drug vadadustat through its network of U.S. dialysis centers. Vifor is also making a $50 million investment in Akebia at $14 a share.
- Represented Akebia Therapeutics, Inc. in the $865 million global expansion of its collaboration and license agreement with Otsuka Pharmaceutical Co. to develop and commercialize vadadustat, an oral hypoxia-inducible factor (HIF) stabilizer currently in Phase 3 development, in Europe, China and other territories.
- Represented Akebia Therapeutics, Inc. in an exclusive licensing agreement with Janssen Pharmaceutical under which Akebia in-licensed a portfolio of well-characterized HIF pathway compounds with potential applications across multiple therapeutics areas.
- Represented Akebia Therapeutics, Inc. in its $1 billion collaboration and license agreement with Otsuka Pharmaceutical Co. for the worldwide development and U.S. co-commercialization of vadadustat, an oral hypoxia-inducible factor (HIF) stabilizer currently in phase 3 development for the treatment of anemia associated with chronic kidney disease.
- Advised Blueprint Medicines Corporation in connection with an exclusive collaboration and license agreement with CStone Pharmaceuticals, a China-based clinical stage biopharmaceutical company, concerning the development and commercialization of three investigational cancer therapies in mainland China, Hong Kong, Macau and Taiwan. At the time of its completion, this transaction was the largest investigational cancer therapeutic licensing deal ever done in China.
- Represented Boehringer Ingelheim in connection with the negotiation of a global collaboration to develop and commercialize an anti-IL-23 monoclonal biologic antibody in Phase 3 development for psoriasis and also in development for Crohn's disease, psoriatic arthritis and asthma, as well as an anti-CD-40 antibody in Phase 1 development, under which AbbVie agreed to pay BI $595 million upfront as well as additional development and regulatory milestone payments and royalties on net sales.
- Represented Homology Medicines in its research and development collaboration with Novartis to use Homology’s gene editing technology to develop new treatments for select ophthalmic targets and hemoglobin blood disease.
- Represented Ironwood in its agreement with Allergan for the U.S. co-promotion of eluxadoline.
- Represented Lantheus Holdings, Inc., parent company of Lantheus Medical Imaging, in its $65 million definitive license agreement with GE Healthcare for the continued Phase III development and worldwide commercialization of flurpiridaz F 18.
- Represented Pfizer in its collaboration with Merck KGaA focused on the development and marketing of anti-PD-L1 antibodies, the largest deal in the pharmaceuticals industry for a single asset in Phase 2 clinical development. Merck received $850 million upfront for the opportunity to develop the drug with Pfizer, and could receive an additional $2 billion in milestone payments. This transaction won the LES 2015 “Deal of Distinction Award” for the life sciences sector.
- Represented Pfizer in a strategic agreement with MedGenesis Therapeutix, granting Pfizer an exclusive worldwide option to license MedGenesis’s glial cell line-derived neurotrophic factor protein and convection enhanced delivery technology to be used in research for potential treatments for Parkinson's disease.
- Represented Prevail Therapeutics, Inc., a startup focused on new biologics and gene therapies for Parkinson’s disease, in its formation, Series Seed financing, initial IP in-licensing, and with respect to various general corporate matters as ongoing outside counsel to the company. Prevail was launched and initially financed by The Silverstein Foundation and OrbiMed. In conjunction with its launch, Prevail entered into an exclusive worldwide license agreement with REGENXBIO Inc. to develop and commercialize gene therapy products using REGENXBIO’s NAV AAV9 vector for the treatment of Parkinson’s and other related neurodegenerative diseases.
- Represented Proteostasis Therapeutics in a $1.2 billion worldwide collaboration deal with Astellas Pharmaceuticals to research and develop therapeutic candidates that modulate the Unfolded Protein Response.
- Represented biopharmaceutical company Sarepta Therapeutics in a strategic investment and licensing transaction with Lacerta Therapeutics, a gene therapy company, in which Sarepta entered into a license and option agreement for up to three new CNS-targeted gene therapy programs, including exclusive rights to Lacerta’s gene therapy candidate for Pompe Disease and options to two additional candidates, and made an equity investment of $30 million in Lacerta.
- Represented Sarepta Therapeutics in connection with exclusive license and collaboration agreement with Summit Therapeutics pipeline for Duchenne muscular dystrophy.
- Advised Shire Plc in a collaboration with Rani Therapeutics to exclusively conduct research on the use of Rani’s Pill(TM) technology for the oral delivery of factor VIII (FVIII) therapy for patients with hemophilia A. As part of the collaboration agreement, Shire was allowed an exclusive licensing option to develop and commercialize the Pill(TM) technology following the completion of feasibility studies.
- Represented Shire in connection with the negotiation of an amended and restated collaboration and license agreement with Sangamo.
- Represented Takeda Pharmaceutical Company Limited in a partnership with Ambys Medicines, a company launched by Takeda and Third Rock Ventures, to discover and develop novel cell and gene therapies for liver disease. Takeda has committed $100 million and retains options to develop and commercialize products in certain geographies, including participation in the Series A financing.
- Advised Takeda Pharmaceutical Company Limited in a $230 million research, development and commercial collaboration and multi-program option and license agreement with Wave Life Sciences Ltd. focused on central nervous system (CNS) disorders, including Huntington’s and Alzheimer’s diseases, amyotrophic lateral sclerosis (known as Lou Gehrig’s disease), and dementia. Depending on the success of licensed programs, Wave may be eligible to receive over $2 billion in cash milestone payments.
- Represented Takeda Pharmaceuticals in connection with the spin-out of Cerevance, a neuroscience company focused on discovering and developing novel therapeutics for neurological and psychiatric disorders.
- Represented Takeda Pharmaceuticals in its collaboration with Roivant Sciences to launch Myovant Sciences Ltd., a biopharmaceutical company focused on women's health and prostate cancer. Takeda granted Roivant exclusive licenses to relugolix, a phase 3 candidate that is being developed as a gonadotropin-releasing hormone receptor agonist for entering fibroids, endometriosis and prostate cancer, and RVT-602, a novel oligopeptide kisspeptin receptor agonist being developed for the treatment of infertility in females.
Intellectual Property Licensing
- Represented the National Football League in its spin-out and repositioning of NFL On Location, its premium events and hospitality business.
- Represented a global children’s clothing company in implementing domestic and international licensing, distribution, supply and joint venture relationships.
Mergers & Acquisitions
- Advised a global pharmaceutical company in an acquisition worth up to $1B to acquire rights to an IL-11 platform.
- Represented Altamont Capital Partners in a transaction in which it will provide capital to support Douglas Products, LLC’s purchase of the Vikane and ProFume businesses from Dow AgroSciences.
- Represented Berkshire Partners in its $2 billion transaction to acquire and combine Lightower Fiber Networks and Sidera Networks.
- Represented Pfizer in its $130 million acquisition of two meningitis vaccines from GlaxoSmithKline.
- Advised TSG Consumer Partners, Kohlberg & Co LLC, Berkshire Partners, TPG Capital, L.P., Gridiron Capital, Bain Capital LLC and other private equity firms with respect to intellectual property matters in connection with their investments in the consumer product, technology, life sciences and industrial sectors.
- Represented an advertising agency on corporate and commercial matters, including legal review and clearance of advertising material.
- Represented various authors in connection with publication and other publicity agreements.
- Cited, “Rising Stars Awards Americas 2020 – Winners Announced!” Managing IP (January 28, 2021)
- Co-chair, The Boston Bar Association Life Sciences Conference (October 3, 2017)
- JD, Boston College Law School, 2010
- AB (Politics, Pre-Medical Sciences), magna cum laude, Princeton University, 2004
Admissions / Qualifications
- Massachusetts, 2010
- Euromoney’s “Rising Stars Awards: Americas” in “Life Sciences” and “United States” (2020)
- LMG Life Sciences Impact Deal of the Year for advising Sarepta Therapeutics licensing agreement with Roche (2020)
- LMG Life Sciences “Rising Star” (2020)
- LMG Life Sciences Licensing & Collaboration Firm of the Year (2020)
- LMG Life Sciences “Financial & Corporate Rising Star” (2018)
- Deal of Distinction (2020) in the life sciences category by the Licensing Executive Society for a complex global licensing collaboration agreement to develop life changing treatments for neurological diseases.
- Deal of Distinction: Pfizer - Merck KGaA anti-PD-L1 antibodies collaboration recognized in 2015 as the “Deal of Distinction” in the life sciences category by the Licensing Executives Society, which recognizes transactions that involve creative and innovative contractual solutions to business issues.