Cardiome and Fujisawa Sign Partnership Agreement

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).


R. Hector MacKay-Dunn Brian McCalmon Philip Mohtadi Robert F. Green Joseph A. Garcia Gary J. Kocher Kenneth Knox Daniel Hefner Tomonari Adachi James P. Hatton Gordon R. Smith Taeko Yamamoto Eileen M. McMahon Nadine D. D'Aguiar R. Jay Holsten Linda Friedman Aki Bayz Michael O. Braun


FARRIS Morrison & Foerster LLP Morrison & Foerster LLP Leydig, Voit & Mayer, Ltd. K&L Gates LLP McCarthy Tétrault LLP