Agenus Inc. entered into a License, Development and Commercialization Agreement (“License Agreement”) with Bristol-Myers Squibb Company (“BMS”) to collaborate on the development and commercialization of Agenus's pre-clinical proprietary anti-TIGIT bispecific antibody program AGEN1777. Pursuant to the License Agreement, Agenus will receive an upfront cash payment of $200.0 million and is also eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus the tiered royalties. Under the License Agreement, Agenus grants BMS an exclusive worldwide license under certain of Agenus'
intellectual property rights to develop, manufacture and commercialize AGEN1777 and its derivatives in all
fields; provided, Agenus retains an option to access the licensed antibodies for use in clinical studies in
combination with certain other pipeline assets of Agenus subject to certain restrictions. In exchange, BMS is
responsible for all of the development, regulatory approval, manufacturing and commercialization costs with
respect to products containing AGEN1777. In addition to the upfront and potential milestone payments described
above, Agenus will receive tiered double digit royalties on worldwide net sales of products containing AGEN1777
ranging from the low double digit to mid-teens percent. Additionally, Agenus has the option, but not the
obligation, to co-fund a minority of the global development costs of products containing AGEN1777 or its
derivatives, in exchange for increased tiered royalties on U.S. net sales of co-funded products ranging from
the mid-teens to low twenties percent and ex-U.S. net sales of co-funded products ranging from the low double
digits to mid-teens percent. All royalties are subject to certain reductions under certain circumstances as
described in the License Agreement. Finally, Agenus also has the option to co-promote AGEN1777 in the U.S.