Item 8.01. Other Events.
On January 8, 2023, Neurocrine Biosciences, Inc. (the "Company") entered into a
Collaboration and License Agreement (the "Collaboration Agreement") with Voyager
Therapeutics Limited ("Voyager"), which provides that the Collaboration
Agreement becomes effective upon the expiration or termination of applicable
waiting periods and the receipt of any required approvals or clearances under
the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended (the "HSR
Act"), as previously disclosed in the Company's Current Report on Form 8-K filed
with the Securities and Exchange Commission on January 9, 2023 (the "Prior
Report"). The expiration of the applicable waiting periods under the HSR Act was
on February 21, 2023, and the Collaboration Agreement became effective on
February 21, 2023.
On January 8, 2023, in connection with the execution of the Collaboration
Agreement, the Company and Voyager also amended and restated their existing
investor agreement (the "Amended and Restated Investor Agreement") and entered
into a stock purchase agreement (the "2023 Stock Purchase Agreement") as
previously disclosed in the Prior Report.
On February 23, 2023, the Company paid Voyager an upfront payment of
approximately $136.0 million pursuant to the terms of the Collaboration
Agreement and the Company purchased 4,395,588 shares of Voyager's common stock
at a price of $8.88 per share, for an aggregate purchase price of approximately
$39.0 million, pursuant to the terms of the Stock Purchase Agreement.
Additionally, pursuant to the Amended and Restated Investor Agreement, Voyager
appointed Jude Onyia, Ph.D., Chief Scientific Officer of the Company, to
Voyager's board of directors.
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