INCYTE CORPORATION (NASDAQ:INCY) Files An 8-K Other EventsItem 8.01 Other Events.
On December 21, 2016, Incyte Corporation (the “Company”) announced and filed a Current Report on Form 8-K with respect to the entry into the Collaboration and License Agreement between Merus N.V. (“Merus”) and the Company (the “Collaboration Agreement”) and the related Share Subscription Agreement between Merus and the Company (the “Subscription Agreement”). Closing under the Subscription Agreement was conditioned on the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) and effectiveness of the Collaboration Agreement was conditioned on closing of the Subscription Agreement. The waiting period under the HSR Act expired on January 20, 2017. On January 23, 2017, the Company completed the purchase to the Subscription Agreement of 3,200,000 common shares, nominal value €0.09 per share, of Merus for an aggregate purchase price of $80.0 million in cash, or $25.00 per share. On January 23, 2017, the Collaboration Agreement became effective. The Company will be required to pay to Merus the upfront non-refundable payment of $120.0 million to the terms of the Collaboration Agreement upon the submission by Merus to the Company of an invoice for that amount following the effectiveness of the Collaboration Agreement.