Elan Amends Terms Of Transaction With Johnson & Johnson

Elan has cured breach of its Tysabri collaboration agreement with Biogen that had been identified by the US District Court for the Southern District of New York.

Elan’s previously announced deal with Johnson & Johnson (J&J) has been amended to eliminate the strategic financing and collaboration agreement that was the subject of the Court’s September 3, 2009, hearing and Biogen’s previously disclosed notice of breach.

The company said that it has agreed to modify the terms of its pending transaction with J&J, which was previously announced in July 2009. Under the revised definitive agreement, J&J, through its affiliate, will invest $885m in Elan in exchange for newly issued american depositary receipts (ADRs) of Elan.

In addition, as previously announced J&J will acquire substantially all of the business, assets and rights of Elan related to its Alzheimer’s Immunotherapy program, through a newly formed company, Janssen Alzheimer Immunotherapy, and will initially commit up to $500m to continue the development and launch activities of bapineuzumab including other compounds, the company reported.

In consideration for the transfer of these rights and assets, Elan will receive a 49.9% equity interest in Janssen Alzheimer Immunotherapy.