Global pharmaceutical giant AstraZeneca said Monday it has agreed to acquire U.S. respiratory drug company Pearl Therapeutics for as much as $1.15 billion.
AstraZeneca will pay an initial $560 million to acquire Redwood City, California–based Pearl, which makes a range of drugs and products used to treat respiratory diseases such as asthma and chronic obstructive pulmonary disease (COPD). AstraZeneca will pay another $590 million in connection with the transaction depending on the future developmental and regulatory progress, as well as sales performance, of certain Pearl products and technologies. The deal is expected to close in the third quarter of 2013, pending regulatory approval.
In announcing the acquisition AstraZeneca said it will strengthen the company’s existing portfolio of respiratory products with the addition of Pearl’s range of inhaled combination products. The New York Times notes that AstraZeneca has been looking to expand its product pipeline amid increased competition from rivals making generic versions of its products. Along those lines, AstraZeneca agreed last month to pay up to $443 million to acquire cardiovascular drug company Omthera Pharmaceuticals.
Sibling publication The Am Law Litigation Daily reported last year about AstraZeneca’s failed efforts to keep generic versions of its blockbuster Seroquel—a drug used to treat schizophrenia and bipolar disorder—off the market.
Greenberg Traurig is representing AstraZeneca in connection with the Pearl purchase with a team led by M&A cochairman Paul Maher in London. New York–based corporate shareholder Michael Helsel is also advising along with London-based corporate shareholder Gary Cooper. The Greenberg associates working on the deal are Andrew Bell, Aaron Diamond, Luke Dixon, Aileen Kim, and Chantal Phillips. The firm advised AstraZeneca in 2011 on the $1.8 billion sale of dental products subsidiary Astra Tech to Dentsply International.
Jeff Pott serves as AstraZeneca’s general counsel.
Pearl, meanwhile, is being advised by Latham & Watkins and Willkie Farr & Gallagher in the deal with AstraZeneca. Latham’s Silicon Valley–based team is led by global life sciences cochair Mark Roeder with support from associates Benjamin Potter and John Williams. Employee benefits and compensation partner James Metz and IP partner Judith Hasko are also advising, along with associate Ashely Wagner. Roeder advised Pearl on a $69 million venture financing in 2010.
New York–based corporate partners Gordon Caplan and Rosalind Fahey Kruse are leading the Willkie team advising Pearl and its shareholders, including its lead shareholder, investment firm Vatera Healthcare Partners. Willkie associates Sean Ewen and David Marley are also advising.