Our IP practice in China - Freshfields

Merck/MSD on a pharmaceuticals
joint venture with Simcere
Pharmaceutical Group
Our life sciences practice acts for many of
the leading pharmaceutical, biotechnology
and medical device companies in China.
We believe that we are one of the few
international law firms in China to
present the full cross-practice offering
at the highest level, including antitrust
and pharma regulatory and compliance
advice in this vital growth market.
Merck/MSD’s joint venture with Simcere,
a leading emerging pharmaceutical
company in the PRC which is listed on the
NYSE, will provide significantly improved
access to quality medicines in major
cardiovascular and metabolic therapeutic
areas. The joint venture will offer a
combined portfolio of selected medicines
from both companies. The deal structure
also included a co-marketing agreement,
believed to be one of the first of its kind
in China. Pharmaceutical co‐marketing
agreements involve a uniquely challenging
interplay of IP, antitrust, regulatory
and commercial considerations.
Drawing on our experience of advising
on similar co-marketing arrangements in
Europe and Japan, we helped Merck/MSD
to execute this deal in less than a month
from term sheet to signed agreement.
Imagi International’s acquisition
of Toon Express Group
Imagi International is an animated motion
picture producer and distributor listed
on the Hong Kong Stock Exchange. Toon
Express Group owns and manages various
animation character assets, including the
popular Chinese animation characters
‘ 喜 羊 羊 与 灰 太 郎 Pleasant Goat and Big Big
Wolf’ loved by children across Asia. We
were involved in detailed analysis of the
IP portfolio (around 1,000 trade marks
and several hundred copyright works),
as well as of some 150 outbound licences.
We also advised on structuring the key
strategic brand management co-operation
arrangement between Toon Express and
Creative Power Entertaining, the creator
and distributor of the Pleasant Goat
and Big Big Wolf TV series and feature
films, and on the agreement between
Toon Express and the Disney Group for
the worldwide merchandising of Toon
Express’ animation assets. This is the first
time that indigenous Chinese content
has been exported internationally.
Zhejiang Geely Holding Group
on its $1.8bn acquisition of
Volvo Car Corporation
Geely’s acquisition of Sweden’s Volvo
automobiles was the first takeover
of a global premium carmaker
by a Chinese corporation.
The transaction was awarded the
FT Innovative Lawyer Award for 2010.
In its 2010 innovation report, issued
in February 2011 and based on client
interviews, the Financial Times described
the Freshfields’ work on this transaction
as ‘stellar’. Members of our IP practice
were part of the large cross-practice
and international team that was
assembled to make this deal happen.
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