Cooley Supports Jiangsu Hengrui in Two Global License Agreements

Shanghai – November 8, 2023 – Cooley advised Jiangsu Hengrui Pharmaceuticals (“Hengrui”), a global pharmaceutical company focused on scientific and technological innovation, on its strategic collaboration and exclusive worldwide (excluding mainland China) license agreement with Merck KGaA (“Merck”), Darmstadt, Germany and global license agreement (excluding the Greater China region and Korea) with Elevar Therapeutics. Partner Christina Zhang led the Cooley team advising Hengrui on both transactions, supported by partner Alan Tamarelli, Special Counsel Bin Wang, associates Freddy Yip, Brendan Haberle and other Cooley team members.

Under the terms of the agreement with Merck, Merck will receive exclusive rights to develop, manufacture, and commercialize HRS-1167 worldwide, outside of mainland China, an exclusive option to develop, manufacture, and commercialize SHR-A1904 worldwide, outside of mainland China, and an option to co-promote HRS-1167 and SHR-A1904 in mainland China. Merck will provide Hengrui with an upfront payment of €160 million. Hengrui will receive payments for technology transfer as well as an option exercise for the Claudin-18.2 ADC for up to €90 million. Upon the achievement of certain development, regulatory, and commercial milestones, Hengrui is eligible to receive royalty payments on net sales of such products by Merck. Potential payments may total up to €1.4 billion with up to double-digit royalty payments. This is Hengrui’s first strategic collaboration with a global pharmaceutical company.

HRS-1167 is a selective, highly active and orally available PARP1 small molecule inhibitor internally developed by Hengrui with intellectual property rights, which belongs to the second generation of PARP inhibitors. HRS-1167 is currently in the early clinical development (Phase 1) and has the potential to be used as a monotherapy and as part of a combination therapy for treating a wider range of patients. SHR-A1904 is an antibody-drug conjugate (ADC) targeting Claudin 18.2, internally developed by Hengrui with intellectual property rights. The product is currently in clinical phase I trials in China, U.S., and Australia.

Hengrui also announced a global licensing agreement that grants Elevar Therapeutics, Inc. (“Elevar”) rights to commercialize and develop Hengrui’s anti-PD-1 antibody camrelizumab in combination with rivoceranib (also known as apatinib) for unresectable hepatocellular carcinoma (uHCC) worldwide, excluding Greater China Region and Korea.

Under the terms of the agreement with Elevar, Elevar will pay Hengrui up to $600 million of sales milestones and a double-digit percentage royalty on camrelizumab net sales. The total estimated 10-year payout could be up to $1 billion.

Established in 1970 and listed on Shanghai Stock Exchange by 2000, Hengrui is a leading global pharmaceutical company headquartered in China with a focus on research, development, manufacturing, and commercialization of innovative and high-quality healthcare products. 

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