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Ropes & Gray Advises Biogen on $3.2 Billion Acquisition of Elan’s Stake in Multiple Sclerosis Drug

Practices: Life Sciences, Antitrust, Tax, Finance, Government Enforcement / White Collar Criminal Defense

A team of Ropes & Gray attorneys advised Massachusetts-based Biogen Idec Inc., the world's oldest independent biotechnology company, on its $3.25 billion acquisition of Elan’s interest in TYSABRI, a multiple sclerosis treatment. Announced on Feb. 6, the deal has been approved by the companies’ boards and is expected to close by the end of the second quarter.

Biogen will pay Elan $3.25 billion with existing cash reserves upon the closing of the transaction, and continue to make future contingent payments in an amount equal to 12 percent of global net sales of TYSABRI for the first twelve months. Thereafter, Biogen Idec will continue to make contingent payments of 18 percent on annual global net sales of TYSABRI up to $2.0 billion and 25 percent on annual global net sales that exceed $2.0 billion. In 2014 only, the $2.0 billion threshold will be pro-rated for the portion of 2014 remaining after the first 12 months expires.

Upon closing, Biogen will gain full strategic, commercial and decision-making rights to TYSABRI. In a statement by Biogen’s CEO, George Scangos, he notes that the deal will enable Biogen to improve its ability to navigate TYSABRI’s role as part of the company’s leadership in MS.

The Ropes & Gray team included antitrust partner Mike McFalls, tax partner David Saltzman, securities & public companies partners Paul Kinsella and Pat O’Brien, business & securities litigation partner Randy Bodner, and government enforcement partners Brien O’Connor and Kirsten Mayer.
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