Item 8.01 Other Events.
On June 2, 2022, the International Court of Arbitration of the International
Chamber of Commerce (the "ICC") informed TRACON Pharmaceuticals, Inc. (the
"Company") that it extended the time limit for the arbitral tribunal (the
"Tribunal") to render a final decision in the Company's ongoing arbitration with
I-Mab Biopharma ("I-Mab") until September 30, 2022. The Tribunal may ask the ICC
for a further extension, if warranted. The arbitration hearing between the
Company and I-Mab concluded on February 28, 2022, and the final post-hearing
briefs were submitted by the Company and I-Mab to the Tribunal on May 25, 2022.
I-Mab commenced the arbitration in June 2020, after the Company invoked
contractual dispute resolution provisions asserting that I-Mab had breached its
contractual obligations concerning two strategic collaboration and clinical
trial agreements with the Company entered into in November 2018. Those strategic
collaboration and clinical trial agreements relate to the development of
TJ004309 and five of I-Mab's proprietary bispecific antibody product candidates
to be nominated by I-Mab within a five-year period for development and
commercialization in North America. The Company filed counterclaims in the
arbitration seeking to recover over $200 million in damages from I-Mab (as
disclosed in the Delaware Court of Chancery litigation described below) based on
I-Mab's breaches of the two strategic collaboration and clinical trial
agreements. In March 2021, I-Mab filed a lawsuit in the Delaware Court of
Chancery seeking a variety of relief including an order of specific performance
requiring the Company to comply with I-Mab's purported termination of the
TJ004309 agreement. In May 2021, the Delaware Court of Chancery stayed the
lawsuit in favor of arbitration. Under the applicable rules of the arbitration,
the prevailing party may be awarded attorneys' fees at the Tribunal's
discretion. The claims under the arbitration are complex; accordingly, the
Company cannot predict the outcome of the arbitration, and it is unable to
estimate the amount of recovery or damages, if any, that may be awarded by the
Tribunal. The dispute with I-Mab has caused, and could continue to cause, the
Company to incur significant costs.
Forward-Looking Statements
Statements made in this report regarding matters that are not historical facts
are "forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Because such statements are subject to risks and
uncertainties, actual results may differ materially from those expressed or
implied by such forwardlooking statements. Such statements include, but are not
limited to, statements regarding the outcome and timing of the Tribunal's final
decision in the arbitration, whether the Company will receive any award,
recovery or reimbursement of its attorneys' fees in the arbitration and, if so,
the magnitude of any such award, recovery or reimbursement, and the Company's
continued incurrence of costs relating to the arbitration. Risks that could
cause actual results to differ from those expressed in these forwardlooking
statements include: the risk that the timing for a final decision by the
Tribunal will be extended, the risk that the Company will not receive any award,
recovery or reimbursement of its attorneys' fees in the arbitration and will
have to reimburse I-Mab for all or some portion of its attorneys' fees, and
other risks described in the Company's filings with the Securities and Exchange
Commission under the heading "Risk Factors". All forwardlooking statements
contained in this report speak only as of the date on which they were made and
are based on management's assumptions and estimates as of such date. The Company
undertakes no obligation to update such statements to reflect events that occur
or circumstances that exist after the date on which they were made.
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