Item 1.02 Termination of a Material Definitive Agreement.
On June 7, 2022, Karyopharm Therapeutics Inc. (the "Company") received written
notice from Biogen MA Inc. ("Biogen") that Biogen has elected to terminate the
Asset Purchase Agreement entered into between the Company and Biogen dated
January 24, 2018, as amended (the "Agreement").
Pursuant to the Agreement, the Company sold to Biogen rights to the Company's
oral Selective Inhibitor of Nuclear Export compound KPT-350 and certain related
assets. Biogen was developing KPT-350 for use in amyotrophic lateral sclerosis,
or ALS. Under the terms of the Agreement, the Company received an upfront
payment of $10.0 million in 2018, and was eligible to receive additional
payments of up to $207.0 million based on the achievement by Biogen of future
specified development and commercial milestones. The Company was also eligible
to receive tiered royalty payments that reach low double-digits based on future
net sales until the later of the tenth anniversary of the first commercial sale
of the applicable product and the expiration of specified patent protection for
the applicable product, determined on a country-by-country basis.
As a result of the termination, the Company is not entitled to receive any
milestone payments or royalties under the Agreement, although the Company has
specified rights relating to the purchased assets upon the termination of the
Agreement, which the Company is evaluating.
The foregoing description of the Agreement does not purport to be complete and
is qualified in its entirety by reference to the full text of the Agreement, as
amended, which was filed collectively with the Securities and Exchange
Commission as (i) Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q on
May 10, 2018 and (ii) Exhibit 10.1 to the Company's Quarterly Report on Form
10-Q on November 3, 2021, and is incorporated herein by reference.
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