Roche Holding AG announced on October 23 that it will acquire Telavant Holdings from its majority owner, Roivant Sciences. Under the terms of the agreement, Roche will pay a purchase price of $7.1 billion upfront and a near-term milestone payment of $150 million. 

Telavant is a biotechnology company that produces drugs to treat inflammatory and fibrotic diseases. It is in the process of developing a new therapy for patients with Crohn’s disease. Telavant was jointly formed by Roivant and Pfizer, Inc. in 2022 to develop and commercialize RVT-3101, a monthly subcutaneously administered anti-TL1A antibody, in the United States and Japan. Roivant currently owns 75% of the issued and outstanding shares of common stock and preferred stock of Telavant. Pfizer owns the remaining 25%. 

Roche operates in the pharmaceuticals and diagnostics businesses worldwide. The company’s headquarters are in Basel, Switzerland. According to its 2022 annual report, Roche’s net sales during 2022 was CHF 63.3 billion, or approximately $68.4 billion USD. 

Upon closing of the transaction, Roche will have full rights to further develop and manufacture RVT-3101 and commercialize it in the United States and in Japan, pending clinical and regulatory success. Pfizer holds the commercial rights in other parts of the world. 

Roche plans to start a global Phase 3 trial for RVT-3101 to bring the therapy to patients suffering from inflammatory bowel disease. In addition, following the closing of the transaction, Roche will also have an option to enter a global collaboration with Pfizer on a next-generation p40/TL1A-directed bispecific antibody, currently in Phase 1. 

Freshfields Bruckhaus Deringer LLP is acting as legal counsel for Roivant. Citigroup is acting as the exclusive financial advisor to Roche and Davis Polk & Wardwell LLP is acting as legal counsel to Roche. 

According to data captured in the LevinPro HC database, this transaction marks the 124th Biotechnology acquisition of the year. It also follows Roche’s acquisition of the exclusive worldwide rights of Ionis Pharmaceutical‘s RNA-targeting programs for $60 million upfront, announced in September 2023.