Pursuant to the agreement, Regeneron will make an up-front payment to Cellectis in the amount of $12.45 million. In addition, Regeneron will pay Cellectis a low single-digit royalty based on revenue received by Regeneron from any future licenses or sales of Regeneron’s VelociGene or VelocImmune products and services.
No royalties are payable with respect to Regeneron’s VelocImmune license agreements with AstraZeneca UK and Astellas Pharma or Regeneron’s November 2007 collaboration agreement with Sanofi-Aventis. Moreover, due to other considerations in the agreement, no royalties are payable on any revenue from commercial sales of antibodies from Regeneron’s VelocImmune technology.
The agreement resolves a dispute between the two companies related to the interpretation of a license agreement entered into by and between Cellectis and Regeneron in December 2003 pursuant to which Regeneron licensed certain patents and patent applications relating to a process for the specific replacement of a copy of a gene in the receiver genome by homologous recombination.
Regeneron and Cellectis have also entered into a subscription agreement pursuant to which Regeneron will acquire 368,301 ordinary shares of Cellectis, par value E0.05 per share, at a price of E8.63 per share, for a total of E3.1 million.