Firm Advises Clovis Oncology in Acquisition of Italy’s EOS S.p.A and in Subsequent Secondary Offering

December 10, 2013

Multidisciplinary team from Willkie’s New York and Milan offices represent biopharmaceutical company Clovis Oncology, Inc. in its acquisition of EOS (Ethical Oncology Science) S.p.A.

Willkie client Clovis Oncology, Inc. recently announced that it has acquired EOS (Ethical Oncology Science) S.p.A., a privately held Italian biopharmaceutical company developing a novel targeted therapy to treat cancer. Under the terms of the deal, Clovis acquired EOS for an up-front payment of $200 million ($190 million in Clovis common stock and $10 million in cash). Clovis will pay an additional $220 million in cash upon the achievement of certain regulatory and sales milestones.

Additionally, on December 3, Clovis announced the pricing of an underwritten public offering of 2 million shares of its common stock at a price to the public of $57.50 per share. All of the shares in the $115 million offering were sold by certain selling stockholders who acquired these shares in connection with Clovis’s acquisition of EOS. Willkie advised Clovis on the offering as well.

Based in Boulder, CO, Clovis Oncology, Inc. is a biopharmaceutical company focused on acquiring, developing and commercializing innovative anticancer agents in the U.S., Europe and additional international markets.

The acquisition was handled by a multidisciplinary team in the firm’s New York and Milan offices, including partners Thomas Mark, William Gump, Christopher Peters, Jordan Messinger, Maurizio Delfino and Gianluca Cattani; tax counsel Leonardo Fedrini; special counsel Jonathan Konoff and Kim Walker and associates Michael Brandt, Angela Redai, Michal Flombaum, Meredith Levy, Alexandra Awai, Geri Anne McEvoy, Manuel Seminara and Giovanni Giambelardini.

The secondary offering was handled by partners Thomas Mark and William Gump and associates Michael Brandt, Angela Redai and Michal Flombaum.