Royalty Financing

Our lawyers advise on all aspects of royalty financing transactions, including the purchase and sale of existing pharmaceutical royalty streams, synthetic royalties, and other royalty monetization and royalty-based financing transactions. Our experience includes structuring transactions using bankruptcy-remote vehicles, co-investments and syndicated deals, and securitizations. We also have significant experience advising clients that are looking to combine a royalty financing with other financing transactions, including senior secured debt, and the related intercreditor and other issues that arise in these combined financings. We represent both buyers and sellers — including some of the most active buyers in the industry with billions of dollars under management — as well as public and private companies seeking non-dilutive financing, individual investors and sellers, universities, and academic medical centers.

About Our Team

Sidley is uniquely positioned to field an international, multi disciplinary team of experienced lawyers to advise clients and execute on royalty monetization transactions. Our team has decades of significant experience structuring, negotiating, and documenting these transactions for buyer and sellers. 

Our royalty monetization team is supported by Sidley’s market-leading Global Life Sciences practice, which advises on the full scope of regulatory, compliance and enforcement, litigation, and transactional matters.

Our royalty monetization team include specialists in credit and debt finance, who specialize in secured transactions, true-sales, restructuring, and patent protection, all of whom provide strategic and tactical guidance on achieving transaction objectives while minimizing risk.

Representative Matters

A selection of our recent work includes advising:

• HealthCare Royalty in the negotiation of a US$250 million non-dilutive note purchase agreement with OPKO Health, Inc. (NASDAQ: OPK) secured by OPKO’s profit share payments from Pfizer Inc. received pursuant to its license agreement relating to NGENLA™, a once-weekly treatment marketed to treat pediatric growth hormone deficiency.
• OMERS Life Sciences in the US$650 million strategic financing of Verona Pharma plc (NASDAQ: VRNA) together with funds managed by Oaktree Capital Management, L.P., consisting of up to US$400 million in term loans and up to US$250 million in funding from the sale of a redeemable capped interest in future ensifentrine-related revenue.
• Sagard Healthcare in purchasing a 1% royalty in net sales of Tyvaso DPI® (treprostinil) inhalation powder from MannKind Corporation (Nasdaq: MNKD), in exchange for up to US$200 million, including the purchase price of US$150 million and an additional potential milestone payment of up to US$50 million.
• HealthCare Royalty and Sagard Healthcare in the acquisition from uniQure N.V. of a portion of the royalty rights due to uniQure from CSL Behring from the net sales of HEMGENIX® (etranacogene dezaparvovec-drbl) for a purchase price of up to US$400 million.
• HealthCare Royalty in the negotiation of a revenue interest financing agreement with Liquidia Corporation for a total investment amount of up to US$100 million.
• OMERS Life Sciences in its acquisition of a capped, tiered, declining royalty on direct annual net sales of ORLADEYO® (berotralstat) from BioCryst Pharmaceuticals, Inc. for US$150 million.
• OMERS Life Sciences in the negotiation of a definitive credit facility agreement for BridgeBio Pharma, Inc. with a syndicate of lenders for up to US$750 million in financing.
• A private equity fund in the acquisition from a European research institution of a portion of the royalty rights due to such institution from the net sales of a one-time curative gene therapy.
• Galera Therapeutics on the negotiation of a US$80 million royalty financing with Clarus (later acquired by Blackstone).
• DRI Capital in its acquisition from MRC Technology of a portion of its royalty interest in pembrolizumab (marketed by Merck & Co., Inc. as Keytruda®).
• A privately held biotechnology company on the negotiation and documentation of a royalty financing transaction using a bankruptcy-remote vehicle.