Item 1.01 - Entry into a Material Definitive Agreement.
On
The Asset Purchase Agreement includes a
The Company entered into the Roche License Agreement in
As previously disclosed,
The foregoing description of the terms of the Asset Purchase Agreement is not complete and is qualified in its entirety by reference to the Asset Purchase Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:
This Current Report on Form 8-K contains forward-looking statements, including,
but not limited to, statements regarding the Company's belief that the Asset
Purchase Agreement and the associated proceeds have the potential to enable a
favorable strategic transaction by increasing the range and attractiveness of
strategic alternatives that the Company is able to consider, which are based on
the Company's current expectations and inherently involve significant risks and
uncertainties. The Company's actual results and the timing of events could
differ materially from those anticipated in such forward-looking statements as a
result of these risks and uncertainties, including the risk that the Company may
not be successful in identifying one or more strategic alternatives or
ultimately pursuing a strategic alternative that delivers the anticipated
benefits or enhances shareholder value, among other risks and uncertainties. A
further description of the risks and uncertainties relating to the business of
the Company is contained in the Company's most recent annual report on Form 10-K
and the Company's quarterly reports on Form 10-Q, as well as any amendments
thereto reflected in subsequent filings with the
Item 1.02 - Termination of a Material Definitive Agreement.
The information set forth above in Item 1.01 regarding termination of the Roche
License Agreement is hereby incorporated by reference into this Item 1.02. The
terms of the Roche License Agreement are more fully described in the Company's
Form 8-K filed with the
Item 9.01 - Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. Description Asset Purchase Agreement, dated as ofJuly 15, 2022 by and among Sesen 10.1Bio, Inc. ,F. Hoffmann-La Roche Ltd andHoffmann-La Roche Inc. * 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* In accordance with Item 601(b)(10)(iv) of Regulation S-K, certain provisions
of the Asset Purchase Agreement have been redacted. The Company will provide an
unredacted copy of the exhibit on a supplemental basis to the
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