Transaction Case Studies

License and Collaboration Agreement to Access Digital Medicine Platform

Situation Assessment

  • Otsuka Pharmaceutical Co., Ltd is a global healthcare company that researches, develops, manufactures and markets innovative and original products, with a focus on pharmaceutical products for the treatment of diseases and consumer products for the maintenance of everyday health.
  • Proteus Digital Health of Redwood City, CA, develops wearable and ingestible sensor technology that is used to deliver digital medications and other health and wellness products.
  • Otsuka America Pharmaceutical, Inc. (OAPI) selected Locust Walk Partners as its exclusive business and corporate development advisor for this transaction.

Process Execution

  • Led negotiations on financial terms (including equity) and in face-to-face negotiations of the term sheet
  • Actively participated in face-to-face negotiations of the definitive agreement
  • Developed robust sales and NPV models for the Client
  • Supported financial and corporate due diligence on Proteus including scenario analysis
  • Prepared BoD documents for the deal

Successful Outcome

  • Collaboration and License agreement with Proteus Digital Health concluded June 25, 2012 after four months of due diligence and negotiations
  • Exclusive collaboration to develop commercial products in two defined therapeutic areas
  • Undisclosed total deal value but client was pleased with the outcome

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CLIENT: Otsuka

PARTNER: Proteus

Worldwide License and Collaboration Agreement