On October 16, 2003, Vancouver-based Cardiome Pharma Corp. and Fujisawa Healthcare, Inc., the US subsidiary of Fujisawa Pharmaceutical Co., Ltd., announced the execution of a $90 million partnership agreement for the co-development and Fujisawa Healthcare's exclusive commercialization in North America of Cardiome's proprietary intravenous antiarrhythmic agent, RSD1235, subject to customary regulatory approval under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
Under the terms of the agreement, Cardiome and Fujisawa Healthcare will co-develop RSD1235 as an intravenous formulation for the treatment of atrial fibrillation and atrial flutter for North American markets. Cardiome receives an up-front payment of US$10 million upon execution of the agreement. In addition, Cardiome also has the right to place US$4 million of equity with Fujisawa Healthcare at a premium to the 30-day average market price at any time over the next 12 months. Development and commercialization milestone payments totalling US$54 million will be payable to Cardiome on the achievement of specific development and commercial sales targets.
Cardiome was represented by in-house counsel Jennifer Begg; and in Canada by Farris, Vaughan, Wills & Murphy in Vancouver, with a team led by James Hatton (licensing) and Hector MacKay-Dunn (securities), and assisted by Gordon Smith; and in the US by Gary Kocher (securities) in Seattle and in Washington, DC, with a team led by Brian McCalmon, and assisted by Kenneth Knox (competition), all of Preston Gates & Ellis LLP.
Fujisawa Healthcare was represented in-house by Linda Friedman, vice-president, general counsel and secretary, and Tomonari Adachi, senior international legal advisor; in Canada by Torys LLP, with a team led by Eileen McMahon and assisted by Nadine D'Aguiar (patent), Jay Holsten (competition) and Phil Mohtadi (corporate); in the US by Morrison & Foerster LLP, with a team led by Michael Braun, and assisted by Robert Eber (licensing), Taeko Yamamoto (securities) and Aki Bayz (competition); and by Leydig, Voit & Mayer, Ltd. in Chicago, with a team led by Robert Green and assisted by Daniel Hefner (patent).