Allogene Therapeutics Enters Material Definitive Agreement

TL;DR

**Allogene Therapeutics just signed a big deal, watch for details!**

AI Summary

Allogene Therapeutics, Inc. (ALLO) filed an 8-K on January 31, 2024, to report an "Entry into a Material Definitive Agreement" on January 25, 2024. This filing indicates that the company has entered into a significant new contract or partnership, which could impact its future operations, financial performance, or strategic direction. For investors, this matters because material agreements often signal new revenue streams, collaborations, or changes in business strategy that can affect the stock's valuation and future prospects.

Why It Matters

This filing signals a potentially significant business development for Allogene Therapeutics, which could lead to new opportunities or obligations that impact its financial health and stock performance.

Risk Assessment

Risk Level: medium — The filing indicates a material agreement but provides no details, creating uncertainty about its nature and potential impact, which could be positive or negative.

Analyst Insight

A smart investor would await further details or a subsequent filing (like a 10-K or 10-Q) that provides specifics about the "Material Definitive Agreement" before making any investment decisions, as the current filing lacks crucial information to assess its impact.

Key Players & Entities

• Allogene Therapeutics, Inc. (company) — the registrant filing the 8-K
• January 25, 2024 (date) — date of the earliest event reported (entry into material definitive agreement)
• January 31, 2024 (date) — date the 8-K was filed
• 001-38693 (number) — Commission File Number for Allogene Therapeutics, Inc.
• ALLO (company) — trading symbol for Allogene Therapeutics, Inc.

FAQ

Key Financial Figures

• $0.001 — ge on which registered Common Stock, $0.001 par value per share ALLO The Nasdaq Sto
• $5.0 million — Original Agreement, the Company made a $5.0 million investment in Notch's series seed conve
• $15.9 million — estment, the Company made an additional $15.9 million investment in Notch's Series A preferre
• $1.8 million — bruary 2021, and acquired an additional $1.8 million in Notch's common stock from third part

Filing Documents

• allo-20240125.htm (8-K) — 30KB
• 0001737287-24-000003.txt ( ) — 156KB
• allo-20240125.xsd (EX-101.SCH) — 2KB
• allo-20240125_lab.xml (EX-101.LAB) — 24KB
• allo-20240125_pre.xml (EX-101.PRE) — 12KB
• allo-20240125_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On January 25, 2024, Allogene Therapeutics, Inc. (the "Company") entered into an Amended and Restated Collaboration and License Agreement (the "Amended Agreement") with Notch Therapeutics, Inc. ("Notch"). The Amended and Restated Collaboration and License Agreement amends and restates the Collaboration and License Agreement (the "Original Agreement"), dated as of November 1, 2019, as amended, between the Company and Notch. Under the Original Agreement, Notch had granted the Company an exclusive, worldwide, royalty-bearing, sublicenseable license under certain of Notch's intellectual property to develop, make, use, sell, import, and otherwise commercialize therapeutic gene-edited T cell and/or natural killer (NK) cell products from induced pluripotent stem cells directed at certain chimeric antigen receptor (CAR) targets for initial application in non-Hodgkin lymphoma, acute lymphoblastic leukemia and multiple myeloma. In addition, under the Original Agreement, Notch had granted the Company an option to add certain additional specified targets to the exclusive license in exchange for an agreed upon per-target option fee. Under the Amended Agreement, the Company has relinquished its exclusive rights to all original CAR targets (the "Released Targets") except for one CAR target, and has agreed to limit its option right to only one additional CAR target. If the option is exercised, the Company will have a minimum funding commitment for the overall development program. If Notch subsequently out-licenses any of the Released Targets, the Company will be entitled to receive a percentage of upfront and/or milestone payments associated therewith up to a set cap, and will be entitled to a low, single-digit royalty on net sales of products containing a Released Target. In addition, with respect to the Company's previous equity investments in Notch, the Amended Agreement grants the Company certain anti-dilution protecti

Forward-Looking Statements

Forward-Looking Statements This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based upon current expectations or beliefs, as well as a number of assumptions about future events. Although the Company believes that the expectations reflected in the forward-looking statements and the assumptions upon which they are based are reasonable, the Company can give no assurance that such expectations and assumptions will prove to be correct. Forward-looking statements include all statements that are not historical facts and can generally be identified by terms such as "could," "estimate," "expect," "intend," "may," "plan," "potentially," or "will" or similar expressions and the negatives of those terms. These statements include, but are not limited to, statements regarding activities to be performed under the Amended Agreement and the costs associated therewith or the outcome of such activities, the potential for the Company to receive any payments for a Released Target including Notch's ability to out-license Released Targets and/or successfully develop and commercialize products containing a Released Target, statements regarding limiting any potential dilution of the Company's investment in Notch, and other statements relating to future events or conditions. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks, uncertainties and other factors relate to, among others: changes in the macroeconomic environment or industry that impact the Company's or Notch's business; competition; the Company will not receive anti-dilution protection for certain financings conducted by Notch; risks related to third-party performance; the Company's and Notch

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ALLOGENE THERAPEUTICS, INC. By: /s/ David Chang, M.D., Ph.D. David Chang, M.D., Ph.D. President, Chief Executive Officer Dated: January 30, 2024

View Full Filing

View this 8-K filing on SEC EDGAR