Tanabe Pharma sells rare disease drug business to Shionogi in US$2.5B deal

Fasken, Cleary Gottlieb, Ropes & Gray among legal counsel

Tanabe Pharma Corporation has sold its global rare-disease drug business to Osaka-headquartered pharmaceutical company Shionogi & Co., Ltd. in a transaction valued at approximately $3.5 billion (US$2.5 billion), with additional royalties payable on future sales subject to certain conditions.

At the centre of the transaction is Radicava (edaravone), one of the few approved treatments for amyotrophic lateral sclerosis (ALS), a progressive and fatal condition that affects nerve cells responsible for controlling movement. ALS has no known cure, and treatment options remain limited. The drug, available in both oral suspension (Radicava Ors) and intravenous formulations, has been used to treat over 22,000 people in the United States, with over 2.8 million days of therapy to date. Radicava Ors received approval from the U.S. Food and Drug Administration (FDA) in 2022, and was granted Orphan Drug Exclusivity in 2024 based on its major contribution to patient care. Marketing authorization was also granted in Canada in November 2022 and Switzerland in May 2023.

The acquisition makes Shionogi a commercially active player in the rare disease space. As part of the deal, more than 100 team members from Tanabe Pharma America joined Shionogi, and a new wholly owned U.S. subsidiary was established to operate the Radicava business.

"By completing the acquisition of Radicava we are demonstrating progress toward our 2030 Vision and fulfilling our commitment to supply the best possible medicines to protect the health and wellbeing of the patients we serve," Shionogi CEO Isao Teshirogi said in a press release. "With Radicava we are not only acquiring a medication, we are also acquiring an established rare disease capability and assuming responsibility for a relationship with the ALS community. We take this responsibility seriously and commit to providing continuity of care and continued innovation in ALS and rare disease."

"As the company that helped bring Radicava to patients in the United States and Canada, we are incredibly proud of the impact this therapy has had on the ALS community," said Tanabe Pharma America president Yasutoshi Kawakami. "By transitioning the Radicava business to Shionogi, we believe the product is well positioned to continue reaching patients and caregivers who rely on it, while Tanabe Pharma America sharpens its focus on advancing future therapies."

Fasken advised Tanabe Pharma on Canadian regulatory matters with a team led by Tim Squire and including Ingrid VanderElst. Ropes & Gray LLP served as legal counsel to Tanabe Pharma Corporation, and Cleary Gottlieb Steen & Hamilton LLP served as legal advisor to Shionogi. Centerview Partners LLC served as lead financial advisor, and Goldman Sachs also provided financial advice to Tanabe Pharma. Bank of America served as financial advisor to Bain Capital.

The deal closed on April 2, 2026, with all intellectual property and sales rights in major countries and regions transferred to Shionogi. Transfer of rights in additional countries and regions is forthcoming.

 

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Firm(s)

Fasken Martineau DuMoulin LLP Cleary, Gottlieb, Steen & Hamilton Ropes & Gray LLP