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Securities law

Codex DNA, Inc. Enters into Research Collaboration and License Agreement with Pfizer Inc.

Strategic Insights

— 1 min read

Codex DNA, Inc. has filed a Form 8-K with the Securities and Exchange Commission, disclosing the entry into a research collaboration and license agreement with Pfizer Inc. on December 22, 2021. The agreement focuses on developing improvements to Codex DNA's BioXP platform, with the goal of generating specified materials of interest to Pfizer. The collaboration will enable Codex DNA to advance its proprietary technology while Pfizer will own the intellectual property rights to the generated materials.

Key Takeaways:

  • Codex DNA, Inc. has entered into a Research Collaboration and License Agreement with Pfizer Inc. on December 22, 2021.
  • The agreement focuses on developing improvements to Codex DNA's BioXP platform, with the goal of generating specified materials of interest to Pfizer.
  • Codex DNA will retain ownership of the improved platform and associated intellectual property rights, while Pfizer will own the generated materials and associated intellectual property rights.
  • Pfizer will make upfront payments of $8 million and additional payments of $10 million for meeting technical milestones.
  • The agreement includes provisions for milestone payments of up to $35 million per product for clinical milestones and up to $180 million in sales milestones for each Exclusive Product.
  • Pfizer will also pay royalties from low to mid-fraction of one percent of net sales of products, including Exclusive Products.
  • The agreement includes customary termination provisions and includes mutual representations and warranties, indemnification, and confidentiality provisions.

Statistics:

  • Upfront payment: $8 million
  • Additional technical milestone payments: $10 million
  • Maximum milestone payments per product: $35 million
  • Maximum sales milestone payments for Exclusive Products: $180 million
  • Royalty rate: low to mid-fraction of one percent

Sources:

  • Form 8-K filed by Codex DNA, Inc. with the Securities and Exchange Commission on December 29, 2021: UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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