M&A - UroGen Pharma Ltd.

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Form Type: 8-K

Filing Date: 2025-02-20

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525030143

Filing Summary: On February 14, 2025, UroGen Pharma Ltd. entered into an Asset Purchase Agreement with UroGen Pharma, Inc. and IconOVir Bio, Inc. Under this agreement, UroGen acquired certain assets from IconOVir, including the product candidate ICVB-1042 and associated intellectual property rights. As part of the transaction, UroGen issued 374,843 ordinary shares valued at $4 million, agreed to pay $15 million contingent on sales milestones, and will pay a royalty on sales of ICVB Products. The Company also committed to commercializing one ICVB Product over the next decade. The agreement includes customary representations, warranties, and rights for both parties. Affiliates of UroGen’s Board Chair hold promissory notes with IconOVir entitling them to approximately 28.3% of the purchase price.

Document Link: View Document

Additional details:

Agreement Date: 2025-02-14


Acquired Assets: ICVB-1042 and associated contracts, intellectual property rights, and regulatory applications


Purchase Price Shares: 374,843 ordinary shares


Purchase Price Amount: $4.0 million


Milestone Payment: $15.0 million cash upon sales milestone achievement


Royalty Rate: low single-digit percentage on annual worldwide net sales


Commercialization Commitment Duration: until the earlier of 10th anniversary or first commercial sale of ICVB Product


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