Thomas Duley

Some notable transactions include representing the following:

• Nurix Therapeutics in the following transactions:
  
  • A multi-year, multi-target strategic collaboration agreement with Seagen Inc. (Nasdaq: SGEN) to advance a new class of medicines called Degrader-Antibody Conjugates (DACs) for use in cancer treatment. This strategic collaboration will focus on an innovative approach to combining two powerful technologies to target cancer—antibody-drug conjugation (ADC) and targeted protein degradation (TPD)—with the goal of creating drugs with new mechanisms of action as well as improved specificity and anti-cancer activity. Under the terms of the agreement, Nurix will receive an upfront payment of US$60 million and the potential to receive up to approximately US$3.4 billion in research, development, regulatory, and commercial milestone payments across multiple programs. In addition, Nurix will be eligible for mid-single to low double-digit tiered royalties on future sales, and Nurix retains an option for U.S. profit sharing and co-promotion on two products arising from the collaboration.
  • A potentially US$2.5 billion global strategic collaboration deal with Sanofi to discover, develop and commercialize a pipeline of innovative targeted protein degradation drugs for patients with challenging diseases in multiple therapeutic areas.  Nurix will utilize its proprietary drug discovery platform, DELigase™, which integrates its DNA-encoded libraries (DEL) and its portfolio of E3 ligases to create small molecules designed to induce degradation of three specified drug targets, with an option by Sanofi to expand to a total of five targets. Sanofi will have exclusive rights and be responsible for clinical development and commercialization of drug candidates resulting from the work while Nurix will retain the option to co-develop and co-promote up to two products in the U.S. under certain conditions. Under the terms of the agreement, Nurix will receive an upfront payment of US$55 million and subsequent payments upon expansion of the number of targets to be included in the collaboration. In addition, Nurix will be eligible to receive up to approximately US$2.5 billion in total payments based on the successful completion of certain research, pre-clinical, clinical, regulatory and sales milestones. For those programs that Nurix exercises its option to co-develop and co-promote, the parties will split U.S. profits and losses evenly and Nurix will be eligible to receive royalties on ex-U.S. net sales on all optioned products.
  • A potentially US$2.48 billion global strategic collaboration deal with Gilead Sciences (Nasdaq: GILD) to discover, develop and commercialize a pipeline of innovative targeted protein degradation drugs for patients with cancer and other challenging diseases. Under the terms of the agreement, Nurix will receive an upfront payment of US$45 million and will be eligible to receive up to approximately US$2.3 billion in total additional payments based on the successful completion of certain research, pre-clinical, clinical, regulatory and commercialization milestones as well as up to low double-digit tiered royalties on net sales or, with respect to certain programs, the option to co-develop and co-detail and share profits and losses in the U.S. In 2019, this transaction was recognized by LMG Life Sciences as the “Financial & Corporate Impact Deal of the Year.”
  • A strategic collaboration with Celgene Corporation for the discovery, development and commercialization of novel small molecule therapeutics in oncology, inflammation and immunology. Nurix received a US$150 million upfront payment under the collaboration. In 2016, LMG Life Sciences recognized this transaction as a “Collaboration Impact Deal of the Year.”
• ImaginAb, Inc., a California-based biotechnology company focused on developing next generation immuno-oncology imaging agents and therapeutic radiopharmaceuticals (RPT), on an exclusive license with Yantai DongCheng Pharmaceutical Group to commercialize ImaginAb’s CD8 ImmunoPET agent (zirconium Zr 89 crefmirlimab berdoxam) in the Greater China market.
• Alebund Pharmaceuticals (Hong Kong) Limited in its Option and License Agreement with Chugai Pharmaceutical Co., Ltd. in relation to EOS789, an investigational agent under development for hyperphosphatemia.
• Myovant Sciences (NYSE: MYOV), a biopharmaceutical company, in the following transactions:
  • an exclusive license agreement with Accord Healthcare, Ltd., to commercialize relugolix for the treatment of advanced, hormone-sensitive prostate cancer in the European Economic Area, United Kingdom, Switzerland, and Turkey.  Under the terms of the agreement, Myovant will receive an upfront payment of US$50 million, and is eligible to receive commercial launch, sales-based, and other milestones totaling up to US$90.5 million. In addition, Myovant is eligible to receive tiered royalties ranging from the high-teens to mid-twenties on net sales.
  • an exclusive license agreement with Gedeon Richter Plc. to commercialize a relugolix combination tablet for uterine fibroids and endometriosis in Europe, the Commonwealth of Independent States including Russia, Latin America, Australia and New Zealand. Under the terms of the agreement, Myovant will receive an upfront payment of US$40 million and is eligible to receive up to US$40 million in regulatory milestones and US$107.5 million in sales-related milestones and tiered royalties on net sales following regulatory approval.
• RAPT Therapeutics in a collaboration with Hanmi Pharmaceutical Co., LTD to develop and commercialize FLX475, an oral small molecule CCR4 antagonist in development for the treatment of multiple cancers, in Asia. Under the terms of the agreement, RAPT will receive US$10 million in an upfront payment and near-term milestone payment, up to US$48 million in success-based development milestones, up to US$60 million in potential sales milestones and double-digit royalties on any future sales of FLX475 in the specified territories.
• Jounce Therapeutics, Inc. (NASDAQ: JNCE), in the following transactions:
  
  • A license agreement with Celgene under which Celgene obtained worldwide rights to JTX-8064, a highly-selective, potential first-in-class antibody that targets the LILRB2 receptor on macrophages. Under the terms of the license agreement for JTX-8064, Jounce received a US$50.0 million non-refundable license fee and is eligible to receive from Celgene up to US$480 million in development, regulatory and commercial milestone payments, as well as royalties on potential worldwide sales.
  • A strategic collaboration with Celgene Corporation to develop and commercialize immuno-oncology products. Jounce was paid US$225 million upfront and is eligible to receive up to US$2.3 billion in milestones across all programs reaching commercialization, plus profit sharing in the U.S. and tiered royalties on ex-U.S. sales.
• Dermira Inc (NASDAQ: DERM), in the following transactions:
  
  • A license agreement under which Dermira obtained exclusive, global rights from F. Hoffman-La Roche and Genentech, Inc., to develop and commercialize a clinical-stage antibody for atopic dermatitis. Up to US$1.4 billion in upfront and milestone payments may be paid.
  • An option and license agreement whereby Almirall, S.A. (BME: ALM) acquired an option to license rights to develop and exclusively commercialize lebrikizumab for the treatment of atopic dermatitis and certain other indications in Europe.
• Auransa, Inc., an AI-driven pharmaceutical company that is developing precision medicines in areas of significant unmet medical need, in a licensing agreement granting China Oncology Focus (an affiliate of Lee’s Pharmaceutical Holdings Ltd.) exclusive rights to develop and commercialize Auransa’s AU018 in China and other countries of Southeast Asia.
• Jiangsu Hengrui Medicine Co., Ltd., a leading biopharmaceutical company in China, in its partnership with Mycovia Pharmaceuticals, Inc., for the exclusive development and commercialization of product candidate, VT-1161 in China, including mainland China, Hong Kong, Macau and Taiwan.
• SciClone Pharmaceuticals, Inc. in the following transactions:
  
  • An Exclusive License Agreement with Soligenix Inc. granting rights to SciClone to develop, promote, market, distribute and sell SGX942, a novel first in-class therapy being developed for the treatment of oral mucositis in patients with head and neck cancer, in China as well as Taiwan, South Korea and Vietnam, and a Stock Purchase Agreement under which SciClone acquired US$3 million of Soligenix’s common stock. 
  • An Exclusive License Agreement with Ability Pharmaceuticals SL, of Barcelona, Spain, under which SciClone in-licensed Greater China rights to the solid tumor drug candidate ABTL0812 in a deal potentially worth US$20 million.
  • A Development & Commercialization Agreement with Theravance Biopharma, Inc., under which SciClone has exclusive rights to develop and commercialize Vibativ® (televancin) in China and certain adjacent territories for hospital-acquired bacterial pneumonia and ventilator-assisted bacterial pneumonia (HABP/VABP)
  • A License Agreement and Product Commercialization Agreement with The Medicines Company under which SciClone will have the right to commercialize Angiomax®, an anticloagulant, and Cleviprex®, a calcium-channel blocker, in China.
  • A Collaboration and Option Agreement with Phosplatin Therapeutics under which SciClone obtained an exclusive license for the platinum agent, PT-112, for development and commercialization in China and certain adjacent territories to treat solid tumors.
  • A Collaboration and License Agreement with Taiwan Liposome Company under which SciClone obtained the exclusive rights in China, Hong Kong and Macau to promote, market, distribute and sell ProFlow® for the treatment of peripheral aterial disease (PAD) and other indications.
• Plexxikon Inc., a member of Daiichi Sankyo Group, and Merck in a Clinical Trial Collaboration Agreement under which the parties will evaluate the combination of PLX3397, Plexxikon’s investigational CSF-1R inhibitor, and KEYTRUDA® (pembrolizumba), Merck’s anti-PD-1 therapy, in patients with advanced melanoma or solid tumors.
• Five Prime Therapeutics (NASDAQ: FPRX) in the following transactions:
  
  • A strategic research collaboration and license agreement with Inhibrx for Inhibrx's novel glucocorticoid-induced tumor necrosis factor receptor (GITR) antibody program.
  • An exclusive License Agreement with bluebird bio to develop chimeric antigen receptor (CAR) T cell therapies for hematologic malignancies and solid tumors.
  • An exclusive Collaboration Agreement with Bristol-Myers Squibb to discover novel immune-oncology therapies.
  • A Clinical Trial Collaboration Agreement with Bristol-Myers Squibb to evaluate BMS’s product, Opdivo, in combination with Five Prime’s CSF-1R antibody, known as FPA008. 
  • A Research Collaboration Agreement with Adimab LLC to develop and optimize therapeutic monoclonal antibodies, initially focused on cancer immunotherapy.
• Cancer Prevention Pharmaceuticals (CPP) in the following transactions:
  
  • An option and collaboration agreement with Sucampo Pharmaceuticals, Inc., under which CPP grants Sucampo an option to acquire an exclusive license to commercialize in North America the CPP-1X/sulidac combination product, which is in a Phase 3 clinical trial for the treatment of familial adenomatous polyposis (FAP). CPP received US$3 million in option fees and a US$5 million investment in the form of a convertible note in 2016. In 2017, CPP received additional US$9.5 million from Sucampo in the form of option payments and a convertible note investment in accordance with the terms of this agreement. The licensing deal was completed in August of 2018, resulting in a 50/50 profit share and additional payments up to US$185 million dependent on achieving clinical development and sale milestones. 
  • An exclusive license with Tillotts Pharma AG for European and Japanese rights to develop and commercialize a treatment for FAP and other gastrointestinal conditions. 
• Galaxy Biotech, LLC, in the following agreements:
  
  • A license to Roche of exclusive worldwide development and commercialization rights of its antibodies targeting fibroblast growth factor 2 (FGF2) for the treatment of cancer.
  • A worldwide exclusive license to Five Prime Therapeutics, Inc., for the development and commercialization of monoclonal antibody (known as FPA114) that inhibits FGF receptor 2b to treat gastric cancer and possibly other solid tumors. 
• Piramal Imaging SA in an exclusive license to Ci-Co Healthcare under which Ci-Co will sell Piramal’s PET-imaging agent, the radio-labeled compound florbetaben F18, for the detection of amyloid plaques associated with Alzheimer’s disease, in South Korea.
• TheraVida, Inc., in its exclusive license to SK Chemicals Co., Ltd., of rights to develop and commercialize THVD-201 and THVD-202 in South Korea
• La Jolla Institute for Allergy and Immunology (LIAI) in a six-year extension of its existing research alliance with Kyowa Hakko Kirin California, Inc., a wholly owned subsidiary of Kyowa Hakko Kirin Co., Ltd., a global specialty pharmaceutical company, under which LIAI will receive a combination of discretionary research funding, and funds dedicated to specific projects to be selected by a steering committee of La Jolla Institute and Kyowa Hakko Kirin leaders.
• CHDI Foundation, Inc., in research agreements related to Huntington's Disease, including with Sangamo Biosciences, IsisPharmaceuticals, Inc., GNS Healthcare, the Friedrich Miescher Institute for Biomedical Research (part of the Novartis Research Foundation), Siena Biotech, SpA and Galenea Corporation.
• PDL BioPharma, Inc., in its spinoff of, and cross-license agreement with, Facet Biotech Corporation (acquired in 2010 by Abbott for US$450 million).

*Some of the matters above were handled prior to joining Sidley.