Onconova Therapeutics, Inc. (NASDAQ:ONTX) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02. Termination of a Material Definitive Agreement.
On May 10, 2019, Onconova Therapeutics, Inc. (the “Company”) entered into a License and Collaboration Agreement (the “License Agreement”) with HanX Biopharmaceuticals, Inc. (“HanX”). Under the terms of the License Agreement, the Company granted HanX an exclusive, royalty-bearing license, with the right to sublicense, under certain Company patent rights and know-how to develop and commercialize any pharmaceutical product (the “Product”) containing rigosertib in all uses of rigosertib or the Product in humans therapeutics uses (the “Field”) in the People’s Republic of China, Hong Kong, Macau and Taiwan (the “Territory”). In connection with the License Agreement, on May 10, 2019, the Company also entered into a Securities Purchase Agreement with each of HanX and Abundant New Investments Ltd. (“Abundant”), an affiliate of HanX (each, a “Securities Purchase Agreement” and together, the “Securities Purchase Agreements”).
Section 8.1.2. of the License Agreement provides that in the event that the Company did not receive certain payments from HanX within 60 days of the License Agreement effective date, unless otherwise expressed waived in writing by the Company, the License Agreement and all rights and license granted to HanX under the License Agreement will be automatically deemed to be void ab initio. HanX did not make full payments required under Section 8.1.2, and the Company provided multiple waivers to provide HanX additional time to make payments. Effective January 16, 2020, the Company confirmed to HanX the Company’s determination to no longer provide a waiver of HanX’s failure to make full payments under Section 8.1.2. Accordingly, to Section 8.1.2 the agreement terminated. Upon this termination, the rights to Product in the Territory reverted to the Company in accordance with the terms of the License Agreement.
In addition, the Securities Purchase Agreements terminated automatically effective January 16, 2020 upon the termination of the License Agreement in accordance with Section 7.1(e) of the Securities Purchase Agreements.
The Company will not incur any termination penalties as a result of the termination of the License Agreement and the Securities Purchase Agreements.
A description of the terms and conditions of the License Agreement and the Securities Purchase Agreements is set forth in the Company’s current report on Form 8-K filed with the SEC on May 16, 2019 and is incorporated herein by reference.
On January 23, 2020, the Company issued a press release announcing that the Company had regained the rights to rigosertib in Greater China, and that the License Agreement was terminated. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press Release dated January 23, 2020 |
Onconova Therapeutics, Inc. Exhibit
EX-99.1 2 tm205656d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Onconova Therapeutics Regains Rigosertib Rights in Greater China ·Onconova has the rights to rigosertib,…
To view the full exhibit click here
About Onconova Therapeutics, Inc. (NASDAQ:ONTX)
Onconova Therapeutics, Inc. is a clinical-stage biopharmaceutical company. The Company operates through the identification and development of oncology therapeutics segment. It is focused on discovering and developing small molecule drug candidates to treat cancer. The Company has created a targeted anti-cancer agents designed to work against specific cellular pathways that are important to cancer cells. It has over three clinical-stage product candidates and various preclinical programs that target kinases, cellular metabolism or cell division in preclinical development. The Company’s lead product candidate, rigosertib, is being tested in both intravenous (IV) and oral formulations as a single agent, and the oral formulation is also being tested in combination with azacitidine, in clinical trials for patients with myelodysplastic syndromes (MDS), and related cancers. Its other product candidates include Briciclib and Recilisib.
