Merger and Acquisition Agreements in Biopharma

The Merger and Acquisition Agreements in Biopharma report provides comprehensive understanding and unprecedented access to the merger and acquisition (M&A) agreements entered into by the worlds leading biopharma companies.

The report provides a detailed understand and analysis of how and why companies enter merger and acquisition deals. The majority of deals are acquisitions whereby the acquirer acquires the target company in a cash and/or equity transaction.

Understanding the flexibility of a prospective partner' s negotiated deals terms provides critical insight into the negotiation process in terms of what you can expect to achieve during the negotiation of terms. Whilst many smaller companies will be seeking details of the payments clauses, the devil is in the detail in terms of how payments are triggered - contract documents provide this insight where press releases and databases do not.

This report contains over 400 links to online copies of actual merger and acquisition contract documents as submitted to the Securities Exchange Commission by biopharma companies and their partners.

Contract documents provide the answers to numerous questions about a prospective partner' s flexibility on a wide range of important issues, many of which will have a significant impact on each party' s ability to derive value from the deal.

The initial chapters of this report provide an orientation of merger and acquisition dealmaking and business activities. Chapter 1 provides an introduction to the report, whilst Chapter 2 provides an analysis of the trends in mergers and acquisitions as well as a discussion on the merits of each type of deal.

Chapter 3 provides an overview of the structure of merger and acquisition deals. The Chapter includes numerous case studies to enable understanding of both pure merger/acquisition deals and multicomponent deals where acquisition forms a part.

Chapter 4 provides a review of the leading M&A deals since 2000. Deals are listed by headline value, signed by bigpharma, most active bigpharma, and most active of all biopharma companies. Where the deal has an agreement contract published at the SEC a link provides online access to the contract.

Chapter 5 provides a comprehensive listing of the top 50 bigpharma companies with a brief summary including M&A frequency and acquired companies since 2000 followed by a comprehensive listing of M&A contract documents available in the public domain. Each deal title links via Weblink to an online version of the actual contract document, providing easy access to each contract document on demand. In addition, the contract document collection can be used offline and is available on CD-Rom.

Chapter 6 provides a comprehensive listing of all merger and acquisition agreement contracts available in the public domain, respectively. The Chapter is organized by A-Z company name. Each deal title links via Weblink to an online version of the actual contract document, providing easy access to each contract document on demand. In addition, the contract document collection can be used offline and is available on CD-Rom.

• In-depth understanding of merger and acquisition deal trends since 2000
• Analysis of the structure of merger and acquisition agreements with numerous real life case studies
• Comprehensive access to over 400 actual merger and acquisition contracts entered into by the world' s biopharma companies*
• Detailed access to actual merger and acquisition contracts enter into by the leading fifty bigpharma companies*
• Insight into the terms included in a merger and acquisition agreement, together with real world clause examples
• Understand the key deal terms companies have agreed in previous deals
• Undertake due diligence to assess suitability of your proposed deal terms for partner companies

*Subject to being published via regulatory requirements of the Securities Exchange Commission.

Merger and Acquisition Agreements in Biopharma is intended to provide the reader with an in-depth understanding of the merger and acquisition trends and structure of deals entered into by leading biopharma companies worldwide.

• Trends in merger and acquisition dealmaking in the biopharma industry since 2000
• Analysis of merger and acquisition deal structure
• Case studies of real-life merger and acquisition deals
• Access to over 400 merger and acquisition contract documents
• The leading merger and acquisition deals by value since 2000
• Most active merger and acquisition dealmakers since 2000
• The leading merger and acquisition partnering resources

• A-Z
• Headline value

Each deal title links via Weblink to an online version of the actual contract document, providing easy access to each contract document on demand. In addition, the contract document collection can be used offline and is available on CD-Rom.

The Merger and Acquisition Agreements in Biopharma report provides comprehensive access to available contract documents for over 400 merger and acquisition deals.

• What are the precise merger or acquisition terms agreed between the parties?
• What is the plan of merger and how will it be implemented?
• What is actually being acquired by the acquiring company?
• What is the payment structure for the deal?
• What are conditions of merger or acquisition?
• What are the rights of shareholders and dissenters?
• How are the key terms of the agreement defined?
• How are IPRs handled and owned?
• Who is responsible for what in the acquisition?
• How is confidentiality and publicity managed?
• Under what conditions can the deal be terminated?
• Which boilerplate clauses does the company insist upon?
• Which boilerplate clauses appear to differ from acquisition to acquisition?
• Which jurisdiction does the company insist upon for agreement law?

The report is comprised of 350+ pages.