Sumitomo Dainippon Pharma acquires Tolero Pharmaceuticals, Inc.

Client(s) Sumitomo Dainippon Pharma Co. Ltd.

Jones Day advised Sumitomo Dainippon Pharma Co. Ltd., a leading pharmaceutical company based in Japan, in its acquisition of Tolero Pharmaceuticals, Inc. Through the transaction, Sumitomo Dainippon Pharma acquired six compounds, including compounds under clinical development by Tolero for the treatment of hematologic malignancies and strengthened its development pipeline in oncology.

According to the terms of the agreement, Sumitomo Dainippon Pharma will make an upfront payment of $200 million to the shareholders of Tolero on closing of the acquisition, and thereafter it will make development milestone payments up to $430 million related to the compounds being developed by Tolero based on its progress. Furthermore, after the launch, Sumitomo Dainippon Pharma will also make commercial milestone payments up to $150 million, based on the net sales of the compounds.