Goodwin, Covington shepherd Biogen’s $1.8bn acquisition of rare disease drugmaker

Covington counsels Biogen as Goodwin reps acquisition target Human Immunobiology Biosciences

Goodwin Procter and Covington & Burling have been called in for Biogen’s $1.8bn acquisition of Human Immunobiology Biosciences (HI-Bio). 

Covington is counselling Cambridge, Massachusetts-based Biogen on the matter while Goodwin is acting for privately-held HI-Bio, which is backed by investors including biotech-focused ARCH Venture Partners and Monograph Capital. 

The deal is set to boost Biogen’s rare disease medicines portfolio as sales of its key multiple sclerosis drug slow amid growing competition. The company will acquire San Francisco-based HI-Bio for $1.15bn upfront and up to $650m in potential payments if its drug felzartamab, which has completed mid-stage studies for severe autoimmune diseases, achieves certain development milestones.

The Goodwin team advising HI-Bio was led by Laura Gulick, Sarah Stoiber, Stephanie Isaia and Kingsley Taft and included Andrea Akinbola, Justin Brogan, Claire Zhang and Jonathan Elefant (corporate); Kevin Kabler, Clark Zhang and Jennifer Ford (IPTS); Grace Wirth and Rahat Tariq (compensation and benefits); Dan Karelitz and Tyler Mayo (tax); Julie Tibbetts and Matt Wetzel (regulatory); Jacqueline Klosek and Frederica De Santis (privacy and data security); Nina Ngo (labour and employment); and Arman Oruc (antitrust). 

The deal is Biogen’s second largest acquisition since former Sanofi boss Christopher Viehbacher took over as chief executive in late 2022. The company agreed to buy rare disease drugmaker Reata Pharmaceuticals last year for nearly $6.5bn, calling in Wall Street stalwart Cravath Swaine & Moore on the matter. Vinson & Elkins acted for Reata. 

Under Viehbacher the company has also cut jobs and discontinued its first Alzheimer’s disease drug, Aduhelm, after it generated virtually no income because insurance companies refused coverage and clinicians chose not to prescribe it. 

The HI-Bio deal is expected to close in the third quarter. Goldman Sachs & Co and BofA Securities acted as financial advisors to HI-Bio on the matter. Biogen did not disclose its financial advisor. 

News of the acquisition comes amid a surge in global M&A after dealmaking dropped to a 10-year low in 2023. Global M&A volumes rose 38% in the first quarter compared to the same period last year to nearly $800bn, according to LSEG, though deals are taking longer to complete amid tougher regulatory scrutiny.

Goodwin placed ninth in the global M&A legal advisor rankings by deal value in the opening three months of the year, working on deals worth $60.3bn. The firm had placed 19th in the rankings for 2023 after working on $124.1bn of deals. 

Covington was not among the top 25 firms included in the rankings for 2023, but rose to 23rd place for Q1 2024 after working on deals worth $26.6bn. 

Email your news and story ideas to: [email protected]