Labopharm Inc. (fka DDSSF)

[mick]

Press Release; 7/29/2011
Labopharm and Angelini to Restructure Partnership

LAVAL, QC, Jul 29, 2011, 2011 (Canada NewsWire via COMTEX) --

- Labopharm to Transfer OLEPTROTM to Angelini for U.S., Canada and Other Countries Globally in Exchange for a Royalty -


Labopharm Inc. (TSX: DDS) and Gruppo Angelini (Angelini), its partner in the joint venture established by the two companies to commercialize OLEPTROTM in the U.S., today announced that they have entered into an agreement to restructure their partnership. Labopharm and Angelini have agreed to terminate their existing agreements and Labopharm will grant Angelini an exclusive license and rights related to OLEPTROTM in the U.S., Canada and other countries globally in exchange for a royalty on product sales.


As a result of the partnership restructuring, Labopharm will no longer be responsible to fund Angelini Labopharm LLC (Angelini Labopharm), the joint venture established by the two companies to commercialize OLEPTROTM in the United States. OLEPTROTM will continue to be available in the United States.

"We believe that OLEPTROTM is a valuable product for the treatment of depression and the restructured partnership provides us with the opportunity to benefit financially from the success of this product while enabling us to further preserve capital as we continue to progress with the strategic review process," said Mark A. D'Souza, President and Chief Executive Officer, Labopharm Inc.

Under the terms of the new agreement, the two companies will terminate the existing joint venture agreement and ancillary agreements established in May 2010 and dismantle the joint venture such that Labopharm will transfer its 50% ownership interest in Angelini Labopharm to Angelini.

Labopharm will receive a royalty of 5% on net sales of OLEPTROTM in the United States in excess of US$10 million in any calendar quarter. Net sales of OLEPTROTM in the United States for the most recent quarter ended March 31, 2011 were $908,000.

In addition, Labopharm will receive a royalty of 5% on net sales of OLEPTROTM in those countries for which it is granting rights to Angelini, including Canada, where OLEPTROTM has received regulatory approval, and other countries globally, for which Angelini does not already have the commercialization rights.

As a result of the restructured agreement, Angelini would be the sole owner of all commercialization rights related to OLEPTROTM globally.

As part of the restructuring of the joint venture, Labopharm will grant to Angelini an exclusive license and rights to commercialize Labopharm's twice-daily acetaminophen product in all European Union countries, Turkey, Georgia and the Commonwealth of Independent States (Armenia, Azerbaijan, Belarus, Georgia, Kazakhstan, Kyrgyzstan, Moldova, Russia, Tajikistan, Turkmenistan, Ukraine, Uzbekistan).

Labopharm will receive a royalty of 5% on net sales of its twice-daily acetaminophen product in the aforementioned countries. Labopharm will also receive milestone payments upon signing of the agreement and the achievement of an agreed sales milestone.

All transactions are expected to close in the coming weeks and are subject to closing conditions customary to such transactions.

About OLEPTROTM

OLEPTROTM is a novel once-daily formulation of trazodone.

OLEPTROTM is intended to provide a new treatment option for patients with major depressive disorder (MDD) with the convenience of once-daily dosing and a differentiated side-effect profile. OLEPTROTM has received regulatory approval in the United States and Canada and was launched in the U.S. in 2010.

About Labopharm Inc.

Labopharm is focused on realizing value from its commercialized products and creating additional value by leveraging its emerging technology platforms to develop increasingly differentiated products. For more information, visit www.labopharm.com.

This press release contains forward-looking statements within the meaning of applicable Canadian Securities legislation, including, statements concerning the restructuring of the joint venture with Gruppo Angelini and statements concerning OLEPTROTM for the United States, Canada and other countries globally, which reflect Labopharm's current expectations regarding future events. These forward-looking statements involve risks and uncertainties, many of which are beyond Labopharm's control.

Actual events could differ materially from those projected herein and depend on a number of risks and uncertainties, including risks related to Labopharm's ability to complete partnering transactions and the terms of any such collaboration, if any, risks related to the market acceptance of Labopharm's products and the speed of adoption by clinicians, risks related to intellectual property protection and potential infringement of third-party rights, risks related to research and development of pharmaceutical products and regulatory approvals, and risks associated with intense competition in the pharmaceutical industry generally.

For additional disclosure regarding these and other risks faced by Labopharm Inc., see the disclosure contained in its public filings with the Canadian Securities Administrators (CSA), available on the Investor Relations section of Labopharm's website at www.labopharm.com and on the CSA's website at www.sedar.com. Investors are cautioned not to place undue reliance on these forward-looking statements.

Unless required by law, Labopharm undertakes no obligation to update or revise the information contained in this press release, whether as a result of new information, future events, or circumstances or otherwise.

OLEPTROTM is a trademark of Labopharm Inc.

To view this news release in HTML formatting, please use the following URL: http://www.newswire.ca/en/releases/archive/July2011/29/c8383.html

SOURCE: Labopharm Inc.

At The Equicom Group Lawrence Chamberlain Media and Investor Relations Tel: (416)
815-0700 ext. 257 [e-mail] French: Joe Racanelli Tel: (514)
844-7997 [e-mail]