We advised AC Immune on the transaction

Davis Polk advised AC Immune in connection with an exclusive, worldwide option and license agreement with Takeda Pharmaceuticals for AC Immune’s active immunotherapies targeting toxic forms of amyloid beta (Abeta), including ACI-24.060 for the treatment of Alzheimer’s disease. ACI-24.060 is an anti-Abeta active immunotherapy candidate designed to induce a robust antibody response against the toxic forms of Abeta believed to drive plaque formation and Alzheimer’s disease progression. Under the terms of the agreement, AC Immune will receive an upfront payment of $100 million and be eligible to receive an option exercise fee and additional potential development, commercial and sales-based milestones of up to approximately $2.1 billion if all related milestones are achieved over the course of the agreement. Upon commercialization, AC Immune will be entitled to receive tiered double-digit royalties on worldwide net sales. The effectiveness of Takeda’s license following option exercise is subject to the satisfaction of customary closing conditions.

AC Immune is a clinical-stage biopharmaceutical company that aims to become a global leader in precision medicine for neurodegenerative diseases, including Alzheimer’s disease, Parkinson’s disease and NeuroOrphan indications driven by misfolded proteins.

Takeda is a biopharmaceutical company headquartered in Japan that aims to discover and deliver life-transforming treatments in core therapeutic and business areas, including gastrointestinal and inflammation, rare diseases, plasma-derived therapies, oncology, neuroscience and vaccines.

The Davis Polk IP, tech and commercial transactions team included partner David R. Bauer, counsel Samantha Lefland and associate Brette L. Trost. The tax team included partner Patrick E. Sigmon and associates Ted Lee and Katherine S. Xiu. The antitrust and competition team included partner Arthur J. Burke and counsel Mary K. Marks. The capital markets team included partner Derek Dostal and associate Katie Warshauer. All members of the Davis Polk team are based in the New York office.