SAN FRANCISCO (July 1, 2009) - Morrison & Foerster represented Japanese pharmaceutical company Astellas Pharma Inc. in the negotiations for a joint venture with California-based Maxygen Inc. to research and develop multiple protein pharmaceutical programs.
The complex transaction grants Astellas with a three-year option to acquire essentially all of Maxygen's programs and technology assets related to protein pharmaceuticals, including its early stage program, MAXY-4, which relates to autoimmune diseases and transplant rejection. Maxygen will contribute $10 million in cash to a newly-formed subsidiary in which it will have approximately 83% ownership interest, and Astellas will invest approximately $10 million in exchange for the remaining 17%. Over the course of the option, Astellas can acquire the entire ownership interest at specified exercise prices that will increase each quarter from $53 million to $123 million.
The Morrison & Foerster team was led by partners Michael Braun, Jonathan Dickstein, and John Hempill, with assistance from partners Christine Lyon and Mika Mayer, of counsel Mee Jung Kim and Madeline Johnston, and associates Otis Littlefield, Kimberly Harbin, Joi Garner, Sarah Tierney, Anna Ferrari, Derek Windham, Yana Johnson, Stephanie Yonker,and Hisateru Goda.
The firm has represented Astellas in several other acquisitions and licensing agreements and was U.S. counsel in the $8 billion merger between Yamanouchi Pharmaceuticals, Inc. and Fujisawa Pharmaceuticals, Inc. that formed the company in 2005.