TG Therapeutics, Inc. (NASDAQ:TGTX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

Exclusive License Agreement

On January 8, 2018 (the “Effective Date”), TG Therapeutics, Inc. (the “Company”) entered into a global exclusive license agreement (the “Agreement”) with Jiangsu Hengrui Medicine Co. (“Jiangsu”) to acquire worldwide intellectual property rights and for the research, development, manufacturing, and commercialization of products containing or comprising of any of Jiangsu’s Bruton’s Tyrosine Kinase inhibitors containing the compounds of either SHR-1459 (EBI-1459) or SHR-1266 (EBI-1266). to the Agreement, the Company will pay Jiangsu an upfront fee of $1,000,000 payable in Company stock. Jiangsu is eligible to receivemilestonepayments totaling approximately $350,000,000 upon and subject to the achievement of certain milestones. Various provisions allow for payments in conjunction with the Agreement to be made in cash or Company stock, while others limit the form of payment. Royalty payments in the low double digits are due on net sales of licensed products and revenue from sublicenses. Additionally, prior to the Company agreeing to license, sell, develop, or commercialize ublituximab (TG-1101) within China, the Company shall notify Jiangsu, giving Jiangsu the right of first offer.

The term of the Agreement expires after the expiration of the last royalty term to expire with respect to any of the patent rights under the Agreement. Either the Company or Jiangsu may terminate the Agreement upon notice to the other upon breach without remedy or upon insolvency. In addition, either party may terminate the Agreement upon the happening of a material breach, after providing the other party with adequate notice and allowing 45 days to cure.

The summary of the agreement set forth above does not purport to be complete and is subject to and qualified in its entirety by reference to the text of such agreement. We intend to file the Agreement as an exhibit to our next periodic report.

About TG Therapeutics, Inc. (NASDAQ:TGTX)

TG Therapeutics, Inc. (TG) is a biopharmaceutical company focused on the acquisition, development and commercialization of treatments for b-cell malignancies and autoimmune diseases. The Company is developing over two therapies targeting hematological malignancies. TG-1101 (ublituximab) is a glycoengineered monoclonal antibody that targets a specific epitope on the CD20 antigen found on mature B-lymphocytes. The Company is also developing TGR-1202, an orally available Phosphoinositide 3-kinase (PI3K) delta inhibitor. Both TG-1101 and TGR-1202 are in clinical development for patients with hematologic malignancies. The Company also has pre-clinical programs focusing on developing interleukin-1 receptor-associated kinase 4 (IRAK4) inhibitors and anti-PD-L1 and anti-GITR antibodies. The Company also evaluates complementary products, technologies and companies for in-licensing, partnership, acquisition and investment opportunities.