Celgene Corporation (NASDAQ:CELG) signed a definitive agreement to acquire Impact Biomedicines, Inc. from Medicxi Ventures, Oberland Capital Management LLC and others for $7 billion on January 7, 2018. Under the terms of the agreement, Celgene will make upfront cash payment of $1.1 billion. In addition, Impact Biomedicines's shareholders are eligible to receive contingent payments based on regulatory approval and sales-based milestones. The maximum aggregate amount payable for regulatory approval milestones is $1.4 billion relating to approvals for myelofibrosis and other indications. Starting from global annual net sales of $1 billion, aggregate tiered sales-based milestone payments could total maximum of $4.5 billion if global annual net sales exceed $5 billion. The transaction is subject to regulatory approval, customary closing conditions and applicable waiting period under the Hart Scott Rodino Antitrust Improvements Act. As on January 29, 2018, the transaction has received early termination of waiting period from Federal Trade Commission. The transaction is expected to close in the first quarter of 2018. Credit Suisse (USA), Inc. acted as financial advisor and Adam Golden, Michael Szlamkowicz, Steven Palyca, Courtney Svoboda, Ahuva Warburg, Martha Steinman, Michael Applebaum and Robin Tao of Hogan Lovells US LLP acted as legal advisor to Celgene. PJT Partners Inc. (NYSE:PJT) acted as financial advisor and Daniel Rees, Michael Treska, Kevin Reyes, Amro Suboh, Nima Movahedi, Anand Gandhi, Shannon Cheng, Elizabeth Richards, Hector Armengod, Amy Speros, Christopher Hazuka, Brendan Haberle, Michelle Carpenter, Jack Stratton, Samuel Weiner, Alan Beadle, Jason Bosworth, Jason Cruise, Patrick English of Latham & Watkins LLP acted as legal advisor to Impact Biomedicines.