Item 1.02 Termination of a Material Definitive Agreement.
On
Tau Agreement
Voyager and AbbVie entered into the Tau Agreement for the research, development
and commercialization of adeno-associated virus ("AAV") and other virus-based
gene therapy products for the treatment of diseases of the central nervous
system and other neurodegenerative diseases related to defective or excess
aggregation of tau protein in the human brain, including Alzheimer's disease.
Pursuant to the terms of the agreement, Voyager and AbbVie agreed to identify
and select antibodies on which Voyager would conduct antibody engineering and
other research activities to create vectorized antibody compounds comprised of
an AAV or other viral capsid and a virus vector genome encoding one or more
antibodies targeting and binding to a tau protein and to develop product
candidates containing or comprised of such compounds. Voyager received a
one-time, non-refundable upfront payment of
The Tau Agreement provided for a research period, a development period and an
exclusive license option. Activities under the Tau Agreement have been conducted
as part of the research period and did not advance to the development stage.
Upon exercise of one or more development options for a total of up to three
research compounds, AbbVie had agreed to pay to Voyager
Effective as of the Termination Date, the Tau Agreement has been terminated in its entirety, in accordance with its terms and conditions, subject to surviving rights and obligations thereunder. In connection with such termination, Voyager is obligated to undertake certain transition activities, including transferring to AbbVie data and reports generated under the collaboration as well as any regulatory filings relating to certain compounds and product candidates investigated in the collaboration. As a result of the termination, Voyager is relieved of future research and development obligations under the collaboration. Exclusivity provisions restricting either party or any of its respective affiliates from directly or indirectly exploiting any vectorized antibody compound targeting a tau protein and restricting Voyager, alone or jointly with any third party, from directly or indirectly exploiting specified antibodies targeting a tau protein have also terminated. Each party retains a royalty-free, exclusive license to the other's interest in certain intellectual property rights developed by or on behalf of either party under the collaboration (the "Joint IP") to exploit antibodies it contributed to the collaboration as well as a royalty-free, non-exclusive license to the Joint IP for any other purpose. Further, AbbVie has granted Voyager, effective as of the Termination Date, a worldwide, royalty-free, transferable, sublicensable (though multiple tiers), exclusive license to AbbVie's interest in Joint IP to exploit research compounds or product candidates that were investigated under the collaboration and do not encode antibodies contributed by AbbVie or include active pharmaceutical ingredients owned by AbbVie or its affiliates, for all human diagnostic, prophylactic and therapeutic uses. Voyager is not obligated to repay the upfront payment it received from AbbVie in connection with entering into the Tau Agreement but is no longer eligible to receive option payments, milestone payments or royalties thereunder.
ASN Agreement
Voyager and AbbVie entered into the ASN Agreement for the research, development
and commercialization of AAV and other virus-based gene therapy products
directed against pathogenic species of alpha-synuclein for the potential
treatment of Parkinson's disease and other synucleinopathies. Pursuant to the
terms of the agreement, Voyager agreed to conduct antibody engineering and other
research activities on antibodies designated by AbbVie to create vectorized
antibody compounds comprised of an AAV or other viral capsid and a virus vector
genome encoding one or more antibodies targeting and binding to the
alpha-synuclein protein and to develop product candidates containing or
comprised of such compounds. Voyager received a one-time, non-refundable upfront
payment of
The ASN Agreement provided for a research period, a development period and an
exclusive license option. Activities under the ASN Agreement have been conducted
as part of the research period and did not advance to the development stage.
Upon exercise of one or more development options for a total of up to four
research compounds, AbbVie had agreed to pay to Voyager
Effective as of the Termination Date, the ASN Agreement has been terminated in its entirety, in accordance with its terms and conditions, subject to surviving rights and obligations thereunder. In connection with such termination, Voyager is obligated to undertake certain transition activities including transferring to AbbVie data and reports generated under the collaboration as well as any regulatory filings relating to compounds and product candidates investigated in the collaboration. As a result of the termination, Voyager is relieved of future research and development obligations under the collaboration. Exclusivity provisions restricting either party or any of its respective affiliates from directly or indirectly exploiting any vectorized antibody compound targeting an alpha-synuclein protein and restricting Voyager, alone or jointly with any third party, from directly or indirectly exploiting specified antibodies have also terminated. AbbVie retains a royalty-free, exclusive license to Voyager's interest in the Joint IP to exploit antibodies AbbVie contributed to the collaboration. Voyager otherwise retains a royalty-free, non-exclusive license to AbbVie's interest in the Joint IP. Voyager is not obligated to repay the upfront payment it received from AbbVie in connection with entering into the ASN Agreement but is no longer eligible to receive option payments, milestone payments, or royalties thereunder.
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