FORM 6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For the
month of September
2017
Commission
File Number: 001-11960
AstraZeneca PLC
1
Francis Crick Avenue
Cambridge
Biomedical Campus
Cambridge
CB2 0AA
United
Kingdom
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to the Commission pursuant to Rule 12g3-2(b) under the Securities
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82-_____________
14 September 2017 07:00 BST
ASTRAZENECA AND ASPEN ENTER AGREEMENT FOR
REMAINING RIGHTS TO ANAESTHETIC MEDICINES
Agreement builds on 2016 collaboration on
commercialisation
rights to anaesthetic medicines in markets outside the
US
AstraZeneca
today announced that it has entered into an agreement with Aspen
Global Incorporated (AGI), part of the Aspen Group, under which AGI
will now acquire the residual rights to the established anaesthetic
medicines comprising of Diprivan,
EMLA, Xylocaine/Xylocard / Xyloproct , Marcaine, Naropin, Carbocaine and Citanest.
AstraZeneca
entered into an agreement with AGI in June 2016, under which AGI
gained the exclusive
commercialisation rights to the medicines in markets outside the
US.Under the terms of the new agreement, AGI will now acquire the
remaining rights to the intellectual property and manufacturing
know-how related to the anaesthetic medicines for an upfront
consideration of $555 million. Additionally, AGI will pay
AstraZeneca up to $211 million in performance-related milestones
based on sales and gross margin during
the period from 1 September 2017 to 30 November 2019.
AstraZeneca will continue to manufacture and supply the medicines
to AGI during a transition period of up to five years.
Mark
Mallon, Executive Vice President, Global Product and Portfolio
Strategy, AstraZeneca said: "AstraZeneca, AGI and patients have all
benefitted from the successful commercial agreement we established
last year. As our relationship has evolved, AGI has shown that it
is in a strong position to maximise the value and reach of the
anaesthetic medicines through its extensive commercial network.
Disposing the remaining rights to the medicines allows both
companies to benefit from greater efficiencies as AstraZeneca
continues to focus our resources on our three main therapy
areas."
Stephen
Saad, Group Chief Executive, Aspen, said: "This second transaction
allows AGI to reap the additional benefits from the excellent
strategic acquisition that the anaesthetics portfolio has proven to
be for Aspen and a key part of this will be to continue leveraging
the strong working relationship that AGI has developed with
AstraZeneca."
Financial considerations
Under
the terms of the original agreement, entered into in June 2016, AGI
made an upfront payment to AstraZeneca of $520 million and agreed
to make future Product Sales-related payments of up to $250 million
(see first payment below), as well as paying double-digit
percentage royalties on Product Sales. AstraZeneca agreed to
continue to manufacture and supply the medicines to AGI on a
cost-plus basis for an initial period of 10 years.
The new
agreement does not impact the first Product Sales-related payment
of $150 million due to AstraZeneca, for which the contingent terms
have now been met. This income will be recorded as Externalisation
Revenue in the Company's financial statements in the third quarter
of 2017.
Under
the new agreement, AGI will no longer pay royalties to AstraZeneca.
The remaining $100 million Product Sales-related payment from the
original agreement will be made to AstraZeneca in 2018, if the
contingent terms are met, and will be recorded as Other Operating
Income to reflect the reduced ongoing interest in the medicines as
a result of the new agreement.
Further,
as AstraZeneca will transition the manufacture and supply of the
medicines to AGI, and therefore will have a reduced ongoing
interest, the $555 million upfront and up to $211 million sales and
gross margin-related payments from the new agreement will also be
recorded as Other Operating Income in the Company's financial
statements.
The
new, additional agreement is expected to close in the fourth
quarter of 2017, subject to customary closing conditions and
regulatory clearances. It does not impact AstraZeneca's financial
guidance for 2017.
About AstraZeneca
AstraZeneca is a global, science-led biopharmaceutical company that
focuses on the discovery, development and commercialisation of
prescription medicines, primarily for the treatment of diseases in
three main therapy areas - Oncology, Cardiovascular &
Metabolic
Diseases and Respiratory. The Company also is selectively active in
the areas of autoimmunity, neuroscience and infection. AstraZeneca
operates in over 100 countries and its innovative medicines are
used by millions of patients worldwide.
For more information, please visit www.astrazeneca.com
and
follow us on Twitter @AstraZeneca.
Media Relations
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Adrian Kemp
Company Secretary
AstraZeneca PLC
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Date:
14th
September 2017
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By: /s/
Adrian Kemp
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Name:
Adrian Kemp
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Title:
Company Secretary
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