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Agreements

Date: 2015-03-03

Type of information: Pipeline acquisition

Compound: Actavis’ branded respiratory portfolio in the US and Canada

Company: Actavis (Ireland) AstraZeneca (UK)

Therapeutic area: Respiratory diseases - Inflammatory diseases - Allergic diseases

Type agreement:

pipeline acquisition

Action mechanism:

Disease:

Details:

* On March 3, 2015, AstraZeneca announced that it has completed the transaction to acquire the rights to Actavis’ branded respiratory business in the US and Canada. As previously announced, the strategic transaction strengthens AstraZeneca’s respiratory franchise globally and builds on the acquisition of Almirall’s respiratory portfolio in 2014 by extending the company’s development and commercialisation rights into the US for both Tudorza Pressair and Duaklir Genuair. AstraZeneca owns the development and commercial rights in the US and Canada to Tudorza™ Pressair™ (aclidinium bromide inhalation powder), a twice-daily long-acting muscarinic antagonist (LAMA) for chronic obstructive pulmonary disease (COPD), and to Daliresp® (roflumilast), the only once-daily oral PDE4 inhibitor currently on the market for COPD, in the US. AstraZeneca also owns the development rights in the US and Canada for LAS40464, the combination of a fixed dose of aclidinium with formoterol long acting beta agonist (LAMA/LABA) in a dry powder inhaler, which is approved in the EU under the brand name Duaklir® Genuair®. On completion of the acquisition, AstraZeneca is paying Actavis $600 million of initial consideration and agreed to pay low single-digit royalties above a certain revenue threshold. AstraZeneca has also paid Actavis an additional $100 million for a number of contractual consents and approvals, including certain amendments to the ongoing collaboration agreements between AstraZeneca and Actavis.

* On February 5, 2015, AstraZeneca and Actavis announced that they have entered into a definitive agreement under which AstraZeneca will acquire the rights to Actavis’ branded respiratory business in the US and Canada for an initial consideration of $600 million on completion and low single-digit royalties above a certain revenue threshold. Upon completion of the transaction, AstraZeneca will own the development and commercial rights in the US and Canada to Tudorza™ Pressair™ (aclidinium bromide inhalation powder), a twice-daily long-acting muscarinic antagonist (LAMA) for chronic obstructive pulmonary disease (COPD), and Daliresp® (roflumilast), the only once-daily oral PDE4 inhibitor currently on the market for COPD. AstraZeneca will also own development rights in the US and Canada for LAS40464, the combination of a fixed dose of aclidinium with formoterol long acting beta agonist (LAMA/LABA) in a dry powder inhaler, which is approved in the EU under the brand name Duaklir® Genuair®.

The strategic transaction strengthens AstraZeneca’s respiratory franchise globally and builds on the acquisition of Almirall’s respiratory portfolio in 2014 by extending the company’s development and commercialisation rights into the US for both Tudorza Pressair and Duaklir Genuair. The acquisition of Tudorza Pressair and Daliresp will immediately add on-market revenues and complements AstraZeneca’s respiratory portfolio by broadening the choice of treatments and formulations offered to patients and physicians. The two products had combined annual sales in the US of approximately $230 million in 2014. The transaction is subject to antitrust law clearance as well as other customary terms and conditions. It is anticipated that the transaction will complete in the first quarter of 2015.

Financial terms:

AstraZeneca will acquire the rights to Actavis’ branded respiratory business in the US and Canada for an initial consideration of $600 million on completion and low single-digit royalties above a certain revenue threshold. AstraZeneca will also pay Actavis an additional $100 million and Actavis has agreed to a number of contractual consents and approvals, including certain amendments to the ongoing collaboration agreements between AstraZeneca and Actavis.

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