February , 2009 – Chadbourne & Parke LLP represented Mundipharma International Corporation Limited in an exclusive agreement with Novelos Therapeutics, Inc. for the commercialization of a proprietary Novelos cancer medication in Europe and Japan. Chadbourne also represented Purdue Pharma L.P., an independent associated Company of Mundipharma, in a parallel equity investment in Novelos.
The Collaboration Agreement, signed February 11, 2009, focuses on the commercialization in Europe and Asia / Pacific (excluding China) of Novelos’ lead compound, NOV-002. The medication is in a pivotal Phase 3 trial for non-small cell lung cancer treatment under a Special Protocol Assessment and Fast Track.
As part of the overall transaction, Novelos has closed a $10 million private placement with Purdue through the sale of convertible preferred stock and warrants. Purdue received 200 shares of convertible preferred stock with a cumulative annual dividend of 9% of the stated value and warrants to purchase an aggregate of 9,230,769 shares of Novelos common stock expiring on December 31, 2015.
Under the terms of the collaboration agreement, Novelos may receive launch milestones and fixed sales-based payments. Novelos will also receive royalties in the licensed regions. Mundipharma will be responsible for certain development activities, regulatory submissions and commercialization of NOV-002 in the licensed areas.
Working for Chadbourne on the deal were corporate partner Frank Vellucci and tax partners George Zeitlin and Lauren Kelly, as well as Russian counsel Irina Skidan, who advised on certain Russian aspects of the transaction. Corporate associates who worked on the matter were Divya Murthy, Sumantha Sedor, Eric Rothman and Isaac Safier.