Orexigen Therapeutics, Inc. has entered into an agreement with Takeda Pharmaceutical Company Limited to acquire the United States rights to Contrave (naltrexone HCl / bupropion HCl extended release), a branded prescription medicine for the treatment of obesity. The acquisition is subject to the parties’ receipt of clearance under the Hart-Scott-Rodino Antitrust Improvement Act. Upon completion of the acquisition, including the agreed upon transition period, Orexigen will own all rights to Contrave in nearly all global territories.

Orexigen and Takeda have agreed to a six-month transition period, during which time Takeda is required to continue to commercialize Contrave in the United States with promotional and marketing commitments consistent with the July 2015 collaboration agreement between the two companies. During the transition period, Orexigen is entitled to continue to earn royalties on net Contrave sales and the two parties will share clinical development costs according to the July 2015 agreement. At the conclusion of the transition services period, Orexigen is entitled to 100% of net sales and be responsible for all expenses.

Takeda will increase its promotional resources and support towards recent launches in the inflammatory bowel disease and major depressive disorder areas. This transaction will not change Takeda's consolidated results forecast for fiscal year 2015.

To fund commercialization of Contrave in the United States, Orexigen has sold $165 million in convertible senior secured notes in a private placement to an investor syndicate led by funds managed by The Baupost Group, L.L.C. In a separate announcement today, the company also announced a commercial and distribution agreement with Valeant for 19 Central and Eastern European countries.

Source: Takeda Pharmaceutical and Orexigen Therapeutics