SUNESIS PHARMACEUTICALS, INC. (NASDAQ:SNSS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On December 13, 2019, Sunesis Pharmaceuticals, Inc. (“Sunesis” or the “Company”) and Millennium Pharmaceuticals, Inc. (“Millennium”), a wholly-owned subsidiary of Takeda Pharmaceutical Company Limited, partitioned the amended and restated license agreement dated January 8, 2014 into two separate agreements: (i) an amended and restated license agreement for PDK (the “PDK Agreement”), which contains the terms and conditions to which, among other things, Sunesis has a license under certain intellectual property rights of Millennium to develop and commercialize compounds binding the PDK target (but not compounds binding the Raf target), and certain other rights with respect to such compounds, and (ii) an amended and restated license agreement for RAF (the “Millennium RAF Agreement”), which contains the terms and conditions to which, among other things, Millennium has a license under certain intellectual property rights of Sunesis to develop and commercialize compounds binding the Raf target (but not compounds binding the PDK target), and certain other rights with respect to such compounds.
The foregoing is only a brief description of the PDK Agreement and does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the PDK Agreement which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.
Item 1.02 Termination of a Material Definitive Agreement.
The disclosure set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item by reference.
Item 8.01 Other Events.
On December 16, 2019, Millennium entered into a transaction with DOT Therapeutics-1, Inc. (“DOT-1”) to which Millennium would assign to DOT-1 certain assets related to compounds that bind the Raf target, which assets include the Millennium RAF Agreement (such transaction, the “Transaction”). Coincident with the completion of the Transaction, on December 16, 2019, DOT-1 and Sunesis amended and restated the Millennium RAF Agreement (the “DOT-1 RAF Agreement”). Under the DOT-1 RAF Agreement, DOT-1 agreed to pay Sunesis an upfront fee of $2.0 million, up to $57.0 million in pre-commercialization, event-based milestone payments, and royalty payments on future sales of TAK-580.
About SUNESIS PHARMACEUTICALS, INC. (NASDAQ:SNSS)
Sunesis Pharmaceuticals, Inc. is a biopharmaceutical company. The Company focuses on the development and commercialization of its pipeline of oncology therapeutics for the treatment of solid and hematologic cancers. The Company offers QINPREZO (vosaroxin), which is a product candidate for the treatment of acute myeloid leukemia (AML). Vosaroxin is an anticancer quinolone derivative (AQD). The Company’s other kinase inhibitor pipeline include TAK-580, SNS-062 and SNS-229. TAK-580 is an oral, investigative drug selective for pan-Raf kinase inhibition, in patients with relapsed or refractory solid tumors. SNS-062 is a non-covalently binding inhibitor of Bruton’s tyrosine kinase (BTK). The Company has completed the pre-clinical studies for SNS-062. SNS-229 and SNS-510 are two PDK1 inhibitors. PDK1 is a kinase and mediator of Phosphoinositide 3-kinase/AKT (PI3K/AKT) signaling, which is a pathway involved in cell growth, differentiation, survival and migration.
