Alston & Bird client Avenue Therapeutics, Inc., has agreed to be acquired by InvaGen Pharmaceuticals Inc., a subsidiary of the global pharmaceutical company Cipla Limited, headquartered in Mumbai, India.
A subsidiary of biopharmaceutical company Fortress Biotech Inc., also an Alston & Bird client, New York-based Avenue is developing an intravenous formulation of tramadol HCl, or IV Tramadol, for managing moderate to moderately severe postoperative pain.
The transaction has two stages. In the first stage, InvaGen will invest $35 million in Avenue, following which InvaGen will own 33.3 percent of Avenue and have the right to name three of the seven members of Avenue’s board of directors.
At the second-stage closing, InvaGen or its affiliates will acquire the remaining shares of Avenue’s common stock, pursuant to a reverse triangular merger with Avenue remaining as the surviving entity, for up to $180 million in the aggregate. This closing is subject to Avenue’s fulfilling certain conditions, including U.S. Food and Drug Administration approval, labeling, and scheduling, in addition to the absence of any Risk Evaluation and Mitigation Strategy, relating to IV Tramadol.
Advising Avenue is an Alston & Bird team led by partners Mark McElreath, James Sullivan, and Matt Mamak and associates Gerard Hart and Robyn Downing of the firm’s Corporate & Business Transactions Group.