AGENUS INC Completes Asset Acquisition/Disposition

Ticker: AGEN · Form: 8-K · Filed: May 30, 2024 · CIK: 1098972

Sentiment: neutral

Topics: acquisition, disposition, corporate-action

TL;DR

AGENUS INC. just closed a deal on assets. Big moves ahead?

AI Summary

On May 29, 2024, AGENUS INC. (formerly ANTIGENICS INC /DE/) reported the completion of an acquisition or disposition of assets. The company, incorporated in Delaware, is based at 3 Forbes Road, Lexington, Massachusetts, and operates in the Biological Products sector.

Why It Matters

This filing indicates a significant corporate action by AGENUS INC., potentially impacting its business operations, financial structure, and future strategic direction.

Risk Assessment

Risk Level: medium — Acquisitions and dispositions can introduce significant financial and operational risks, depending on the nature and scale of the transaction.

Key Numbers

Key Players & Entities

FAQ

What specific assets were acquired or disposed of by AGENUS INC.?

The filing does not specify the exact assets involved in the acquisition or disposition.

What was the financial value of this transaction?

The filing does not disclose the financial terms or value of the asset acquisition or disposition.

When did the transaction officially close?

The transaction was completed on May 29, 2024, as reported in the filing.

Has AGENUS INC. undergone any name changes recently?

Yes, AGENUS INC. was formerly known as ANTIGENICS INC /DE/, with a name change date of November 15, 1999.

What is the primary business of AGENUS INC.?

AGENUS INC. operates in the Biological Products sector, specifically Biological Products (No Diagnostic Substances) [2836].

Filing Stats: 640 words · 3 min read · ~2 pages · Grade level 12.2 · Accepted 2024-05-30 16:01:10

Key Financial Figures

Filing Documents

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. As previously disclosed, on May 6, 2024, Agenus Inc. entered into a Purchase Agreement (the "Purchase Agreement") with Agenus Royalty Fund, LLC, Agenus Holdings 2024, LLC and Ligand Pharmaceuticals Incorporated ("Ligand"). On May 29, 2024, the transactions contemplated by the Purchase Agreement closed. Pursuant to the Purchase Agreement, on May 30, 2024, Agenus received consideration of $75 million, less certain reimbursable expenses upon the completion of the sale to Ligand of the following assets: (i) 31.875% of the development, regulatory and commercial milestone payments the Company is eligible to receive under the: a. License, Development and Commercialization Agreement, dated as of May 17, 2021, by and between the Company and Bristol Myers Squibb Company; b. License, Development and Commercialization Agreement dated as of January 9, 2015 by and among the Company, 4-Antibody AG, Incyte Corporation and Incyte Europe Sarl; c. License and Research Collaboration Agreement, dated April 25, 2014 between the Company and Merck Sharp & Dohme Corp; d. License Agreement dated as of November 8, 2019, by and between the Company and UroGen Pharma Ltd.; and e. Option and License Agreement (AGEN2373) dated December 20, 2018, by and between the Company and Gilead Sciences, Inc. (such agreements in (a) through (e) collectively the "Covered License Agreements"); (ii) 18.75% of the royalties the Company receives under the Covered License Agreements; and (iii) A 2.625% synthetic royalty on worldwide net sales of botensilimab and balstilimab. The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which will be filed, with confidential terms redacted, as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2024.

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. Date: May 30, 2024 By: /s/ Christine M. Klaskin Christine M. Klaskin, VP Finance

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