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, downstream royalty transactions, 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 one of the few law firms that can boast a truly international and multidisciplinary team with the capabilities to help see royalty financing deals through to successful completion. Our life sciences transactions team has significant experience structuring, negotiating, and documenting royalty financing transactions. We leverage our industry focus and experience in guiding clients through complex partnering and licensing agreements and other commercial transactions to maximize value and minimize risk. Our experience extends to transactions involving some of the most cutting-edge technologies in the global life sciences industry, such as ultra-orphan drugs, gene therapies, CAR-T therapies, and co-stimulatory proteins, among others.
Our life sciences transactions team is supported by Sidley’s pioneering Global Life Sciences practice, which comprises approximately 200 lawyers in our offices around the world who advise on the full scope of regulatory, compliance and enforcement, litigation, and transactional matters. Our team also works closely with our finance colleagues, who focus on secured transactions and true sale issues, and our bankruptcy colleagues, who provide strategic advice on evaluating and minimizing the bankruptcy risks associated with royalty financing transactions. Additionally, our finance team brings a deep understanding of the debt aspects of royalty financing deals, and our IP litigation team is able to perform strategic patent analysis.
A selection of our recent work includes advising:
- R-Bridge Healthcare Fund, a subsidiary fund of healthcare-focused CBC Group, on a US$40 million royalty-backed financing for Yisheng Biopharma Co., Ltd, which was the first royalty-backed financing in China’s biopharmaceutical industry.
- 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 Capital Markets 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 Capital Markets 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.