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REGENERON PHARMACEUTICALS : Entry into a Material Definitive Agreement (form 8-K)

10/02/2015 | 06:20am US/Eastern

Item 1.01. Entry into a Material Definitive Agreement.

On September 29, 2015, Regeneron Ireland ("Regeneron"), a wholly owned subsidiary of Regeneron Pharmaceuticals, Inc., and Mitsubishi Tanabe Pharma Corporation ("MTPC") entered into a strategic collaboration providing MTPC with exclusive development and commercial rights to fasinumab (also known as REGN475), Regeneron's nerve growth factor antibody in late-stage development for musculoskeletal pain (the "Collaboration Agreement"). Under the terms of the Collaboration Agreement, MTPC will obtain exclusive development and commercial rights to fasinumab in Japan, South Korea, Taiwan, Indonesia, Thailand, the Philippines, Malaysia, Singapore, Vietnam, Myanmar, and Sri Lanka. Regeneron will supply both clinical and commercial supplies of fasinumab to MTPC.

Under the Collaboration Agreement, Regeneron will receive up to $55 million in upfront and other near-term payments. The Collaboration Agreement provides for additional payments to Regeneron of up to $170 million in R&D reimbursement payments and development milestones. Upon commercialization, Regeneron will supply the product at a tiered purchase price, which ranges from 30% to 50% of the net sales of the product, and is eligible for additional purchase price adjustment payments of up to $100 million in total upon achievement of specified annual net sales amounts.

The Collaboration Agreement contains other customary covenants, representations and warranties, indemnification provisions, and termination provisions, including for material breach by the other party.

The foregoing description of the Collaboration Agreement is qualified in its entirety by reference to the full text of the Collaboration Agreement, a copy of which will be filed with the United States Securities and Exchange Commission as an exhibit to the Quarterly Report on Form 10-Q to be filed by Regeneron Pharmaceuticals, Inc. for the quarterly period ended September 30, 2015.



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