Item 1.01 Entry into a Material Definitive Agreement.
TIGIT Exercise Letter Agreement related to Collaboration Agreement
On February 1, 2021, Coherus BioSciences, Inc. (the "Company") previously
announced that the Company had entered into an Exclusive License and
Commercialization Agreement (the "Collaboration Agreement") with Shanghai Junshi
Biosciences, Co., Ltd ("Junshi Biosciences", HKEX: 1877; SSE: 688180) for the
co-development and commercialization of toripalimab, Junshi Biosciences'
anti-PD-1 antibody in the United States and Canada. Under the Collaboration
Agreement, the Company was also granted two options and two rights of first
negotiation with respect to additional programs (the "Collaboration").
On January 9, 2022, the Company entered into a Letter Agreement with Junshi
Biosciences related to the Collaboration Agreement (the "TIGIT Exercise Letter
Agreement"). Under the TIGIT Exercise Letter Agreement, the Company notified
Junshi Biosciences of its election to exercise the license option for the TIGIT
program described in the Collaboration Agreement (the "TIGIT Program"), with the
TIGIT Exercise Letter Agreement effective on the date that all applicable
waiting periods and approvals required under antitrust laws with respect to such
exercise by the Company of the license option for the TIGIT Program have expired
or have been terminated (in the case of waiting periods) or been received (in
the case of approvals), in each case, without the imposition of any conditions
(the "TIGIT Exercise Letter Agreement Effective Date"). The Company will pay the
option exercise payment of $35.0 million to Junshi Biosciences no later than 10
days following the TIGIT Exercise Letter Agreement Effective Date and, if
applicable, will pay up to $255 million in development regulatory and sales
milestones and an 18% royalty on net product revenue as set forth under the
Collaboration Agreement. Pursuant to the TIGIT Exercise Letter Agreement,
Coherus will lead further development of the TIGIT antibodies included in the
TIGIT Program, including JS006, in the United States and Canada, after the date
it makes the option exercise payment and will be responsible for the associated
development costs as set forth in the Collaboration Agreement.
The foregoing summary of the TIGIT Exercise Letter Agreement does not purport to
be complete and is qualified in its entirety by the full text of the TIGIT
Exercise Letter Agreement, a copy of which will be filed as an exhibit to the
Company's Annual Report on Form 10-K for the year ended December 31, 2021.
Item 8.01 Other Events.
On January 10, 2022, the Company issued a press release announcing the
initiation of the process to exercise the license option for the TIGIT Program.
A copy of the press release is attached hereto as Exhibit 99.1 and incorporated
herein by reference. The information in this Item 8.01 shall not be deemed
"filed" for purposes of Section 18 of the Security Exchange Act of 1934, as
amended (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly
set forth by specific reference in such filing.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
99.1 Press Release dated January 10, 2022
104 Cover page Interactive Data file (embedded within the Inline XBRL document)
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