Spark Therapeutics, Inc (NASDAQ:ONCE) Files An 8-K Termination of a Material Definitive AgreementItem 1.02 Termination of a Material Definitive Agreement.
On June 5, 2017, Spark Therapeutics, Inc. (the “Company”) received notice from Selecta Biosciences, Inc. (“Selecta”) of Selecta’s intent to terminate the License and Option Agreement (the “License Agreement”), dated December 2, 2016 (the “Signing Date”), by and between the Company and Selecta, because the Company elected not to make a scheduled payment of $2.5 million to Selecta. to its terms, the License Agreement would have automatically terminated if the Company did not make such payment within five days after delivery of such notice. On June 6, 2017, the Company and Selecta entered into a letter agreement (the “Letter Agreement”), to which the parties agreed that the Company would make the scheduled payment by June 6, 2017. The Company has made the scheduled payment to the Letter Agreement, and the License Agreement remains in full force and effect.
In addition, to the Stock Purchase Agreement with Selecta entered into in connection with the License Agreement (the “Stock Purchase Agreement”), the Company had agreed to make two additional investments of $5 million through the purchase of shares of Selecta common stock from Selecta, with the first payment due by June 1, 2017. to the Letter Agreement, the Company and Selecta agreed that the Company would be deemed to have satisfied its obligations under the agreement with respect to the such first such investment, so long as payment for such shares was made by June 8, 2017. On June 8, 2017, the Company paid Selecta the $5 million purchase price and purchased 324,362 shares of Selecta’s common stock.
Under the License Agreement, Selecta granted the Company certain exclusive, worldwide, royalty-bearing licenses to Selecta’s intellectual property and know-how relating to Selecta’s proprietary Synthetic Vaccine Particles (SVP™) platform technology to research, develop and commercialize gene therapies for Factor VIII, an essential blood clotting protein relevant to the treatment of hemophilia A, as well as the right to exercise options to research, develop and commercialize gene therapies utilizing the SVP technology for up to four additional targets, subject to the Company’s payment of the applicable option exercise fee. The Company paid Selecta an upfront payment of $10 million on the Signing Date and agreed to make additional payments of an aggregate of $5 million within 12 months of the Signing Date (including the $2.5 million payment to Selecta described above), and would be responsible, on a target-by-target basis, to pay up to an aggregate of $430 million in milestone payments for each target.
About Spark Therapeutics, Inc (NASDAQ:ONCE)
Spark Therapeutics, Inc. (Spark) is engaged in developing products in the field of gene therapy. The Company focuses on treating orphan diseases. It has a pipeline of product candidates targeting multiple rare blinding conditions, hematologic disorders and neurodegenerative diseases. Its SPK-RPE65 (voretigene neparvovec) targets genetic blinding conditions known as inherited retinal dystrophies (IRDs). Its product candidates include SPK-CHM and SPK-FIX. Its product development portfolio includes product candidates targeting expression of genes in the liver, with an initial focus on hematologic disorders. It is engaged in the development and commercialization of SPK-FIX product candidates for the treatment of hemophilia B. The Company is developing a lead product candidate for the treatment of a form of Batten disease in SPK-TPP1 program. The Company is also conducting preclinical studies on a product candidate for the treatment of Huntington’s disease, a hereditary genetic disorder.
