Kirin-Amgen Joint Venture To Become Wholly-Owned Subsidiary Of Amgen

Amgen (NASDAQ:AMGN) today announced that Amgen and Kirin Holdings (Kirin) have agreed that Kirin-Amgen, a joint venture between the two companies, will redeem Kirin's shares in the joint venture and, as a result, Kirin-Amgen will become a wholly-owned subsidiary of Amgen.

Kirin-Amgen was established in 1984 as a 50-50 joint venture between Amgen and Kirin to fund the global development of EPOGEN® (epoetin alfa). Over time, the scope of the collaboration was expanded to include NEUPOGEN®(filgrastim), Neulasta® (pegfilgrastim), Aranesp® (darbepoetin alfa), Nplate® (romiplostim) and brodalumab. Kirin-Amgen holds the intellectual property for each of these products and, in exchange for royalty rights, licensed the associated marketing rights in certain Asian countries to Kyowa Hakko Kirin (KHK), Kirin's pharmaceutical subsidiary, and in other territories to Amgen.

"Our historic partnership with Kirin played a pivotal role in the growth of Amgen from a small, venture-backed start-up to one of the world's largest biotechnology companies," said Robert A. Bradway, chairman and chief executive officer at Amgen. "I would like to thank Kirin for more than three decades of partnership, which has enabled us to reach patients suffering from serious illness around the world with meaningful therapies. We look forward to continuing what has been Amgen's longest-running collaboration through our ongoing relationship with KHK."

Under the terms of the agreement, the Kirin-Amgen joint venture will pay $780 million to Kirin. Amgen will make additional payments to Kirin upon the occurrence of certain sales (valued by Amgen at approximately $30 million). As sole shareholder of Kirin-Amgen, Amgen will own the product rights and remaining cash held by Kirin-Amgen. License agreements between Kirin-Amgen and KHK in certain Asian territories will remain in place. The transaction will be effective upon the fulfillment or waiver of certain conditions contained in the agreement, including the receipt of all necessary approvals from governmental authorities. The transaction is expected to close during either the fourth quarter of 2017 or the first quarter of 2018.

Goldman Sachs & Co. LLC is acting as exclusive financial advisor to Amgen in connection with this transaction.

About Amgen 
Amgen is committed to unlocking the potential of biology for patients suffering from serious illnesses by discovering, developing, manufacturing and delivering innovative human therapeutics. This approach begins by using tools like advanced human genetics to unravel the complexities of disease and understand the fundamentals of human biology.
Amgen focuses on areas of high unmet medical need and leverages its expertise to strive for solutions that improve health outcomes and dramatically improve people's lives. A biotechnology pioneer since 1980, Amgen has grown to be one of the world's leading independent biotechnology companies, has reached millions of patients around the world and is developing a pipeline of medicines with breakaway potential.

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