Item 1.01 Entry into a Material Definitive Agreement.

On July 14, 2022, Ultragenyx Pharmaceutical Inc. (the "Company") and its wholly owned subsidiary Rare Delaware Inc. ("Seller") entered into a Royalty Purchase Agreement (the "Agreement") with OCM LS23 Holdings LP, an investment vehicle of OMERS, one of Canada's largest defined benefit pension plans, pursuant to which OMERS paid $500 million in cash to Seller in consideration for the right (the "Purchased Interest") to receive 30% of the future royalty payments (the "Royalties") due to the Company from Kyowa Kirin Co., Ltd. ("KKC") based on net sales of Crysvita® in the United States and Canada under the terms of the Company's Collaboration and License Agreement with KKC dated as of August 29, 2013, as amended (the "License Agreement"). Payments to OMERS of the Purchased Interest under the Agreement will be based on net sales of the product beginning from April 2023 and the Agreement will automatically expire, and the payment of the Purchased Interest to OMERS will cease, on the earlier of (1) the date on which aggregate payments actually received by OMERS equals 1.45 times the purchase price (which is $725 million) or (2) the date of payment of the last Royalties are due to the Company under the License Agreement.

The Agreement contains other customary terms and conditions, including representations and warranties, covenants, and indemnification obligations in favor of each party. The above description of the Agreement is a summary of the material terms, does not purport to be complete and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q.

Item 8.01 Other Events.

On July 14, 2022, the Company issued a press release announcing the sale of the Purchased Interest to OMERS. A copy of the press release is filed as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



Exhibit Number Description
99.1             Press Release, dated July 14, 2022.
104            The cover page from the Company's Current Report on Form 8-K dated
               July 14, 2022 formatted in Inline XBRL.

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