Item 8.01 Other Events.
On January 30, 2023, Arcellx, Inc. ("Arcellx") issued a press release announcing
the closing of the Collaboration and License Agreement (the "Collaboration
Agreement") with Kite Pharma, Inc., a Gilead Company ("Kite Pharma"), as
previously disclosed in the Company's Current Report on Form 8-K filed with the
Securities and Exchange Commission (the "SEC") on December 9, 2022. The closing
occurred following the expiration of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976. A copy of the press
release is attached hereto as Exhibit 99.1.
In connection with the consummation of the Collaboration Agreement, on
January 26, 2023, Arcellx closed the previously announced sale of 3,478,261
shares of Arcellx's common stock (the "Shares") to Gilead Sciences, Inc.
("Gilead") for an aggregate purchase price of approximately $100 million. The
Shares were issued pursuant to a common stock purchase agreement between Arcellx
and Gilead dated December 8, 2022, as previously disclosed in the Company's
Current Report on Form 8-K filed with the SEC on December 9, 2022.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
99.1 Press Release dated January 30, 2023.
104 Cover Page Interactive Data File (formatted as Inline XBRL)
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