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A&O advises KKI on joint venture collaboration agreement with Grünenthal for established medicines portfolio

Allen & Overy’s Healthcare Transactions Team has advised Japan-based global specialty pharmaceutical company Kyowa Kirin International (KKI) on its joint venture collaboration with global science-based, privately owned pharmaceutical company Grünenthal for KKI’s established medicines portfolio. 

The joint venture collaboration comprises 13 brands across six therapeutic areas, primarily focused on pain management. The brands involved include: Abstral® and PecFent® for breakthrough cancer pain, Moventig® for opioid-induced constipation, and Adcal-D3® for osteoporosis.

Grünenthal will pay approximately EUR80 million upfront plus an additional payment, relative to the sales revenues of the newly formed company, upon purchase of the remaining stake; they will own a 51 per cent majority share in the company and have the option to acquire the remaining shares after 1 January 2026.

KKI’s deal team was led by CFO Andrew Aristidou and KKI’s Head of Legal for its Rare Diseases Business, Hamish Bennett.

A&O’s team was led by M&A partner and head of A&O’s Healthcare Transactions Team, Matthew Appleton together with counsel Gareth Irving, alongside senior associates Aoife MacDermott and Linda Mayer. Senior associate Alex Shandro and partner Lydia Challen advised on commercial/IP and tax matters respectively. Partner Thomas Masterman and senior associate Jessica Bowring advised on antitrust aspects. Employment advice was provided by senior associate Gordon Bartlett.

Matthew Appleton, said: “This transaction allowed us to bring to bear our deep life sciences sector expertise to deliver an extremely positive outcome for KKI and Grünenthal. We are proud to have helped them come together for this joint venture collaboration, to extend the reach of these important products.”

A&O’s Healthcare Transactions Team has a market-leading reputation for advising a strong bench of players in the sector on their most complex transactions, with experience including longstanding, regular clients Grünenthal, Reckitt and Bayer.