SQZ Biotechnologies Company filed SEC Form 8-K: Termination of a Material Definitive Agreement
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Item 1.02 Termination of a Material Definitive Agreement.
On September 13, 2023, SQZ Biotechnologies Company (the “Company” or “SQZ”), F. Hoffmann-La Roche Ltd (“Roche Basel”) and Hoffmann-La Roche Inc. (“Roche US”, and together with Roche Basel, “Roche”) agreed to terminate the License and Collaboration Agreement, dated October 5, 2018, by and between the Company and Roche (as amended or modified, the “Agreement”), effective September 13, 2023 (the “Effective Date”). No early termination penalty will be incurred by either party. On the Effective Date, the Company will regain full clinical development and future commercialization rights for all its oncology programs, including human papilloma virus (“HPV”) 16 positive tumors.
Under the terms of the Agreement, the Company and Roche had agreed to jointly develop certain products based on mononuclear antigen presenting cells (“APCs”), including HPV, using the SQZ® APC platform for the treatment of oncology indications. The Company granted Roche a non-exclusive license to its intellectual property, and Roche granted the Company a non-exclusive license to its and its affiliates’ intellectual property for the purpose of performing research activities. Under the Agreement, Roche was granted option rights to obtain an exclusive license to develop APC products or products derived from the collaboration programs on a product-by-product basis and to develop a Tumor Cell Lysate (“TCL”) product. For each of the APC products and TCL product, if Roche exercised its option and paid a specified incremental amount, Roche would have received worldwide, exclusive commercialization rights for the licensed products.
The foregoing is only a summary of the material terms of the Agreement, does not purport to be complete and is qualified in its entirety by reference to the full text of (i) the License and Collaboration Agreement, dated October 5, 2018, by and between the Company and Roche, which was filed as Exhibit 10.7 to the Company’s Registration Statement on Form S-1, filed with the Securities and Exchange Commission (the “Commission”) on October 9, 2020, and (ii) the Accord relating to License and Collaboration Agreement, dated November 5, 2019, between the Company and Roche, which was filed as Exhibit 10.8 to the Company’s Registration Statement on Form S-1, filed with the Commission on October 9, 2020.
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 thereunto duly authorized.
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SQZ BIOTECHNOLOGIES COMPANY |
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Date: |
September 15, 2023 |
By: |
/s/ Lawrence Knopf |
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Lawrence Knopf |