Cytokinetics and Astellas Terminate Licensing Agreement for Skeletal Sarcomere Activators

Cytokinetics, Incorporated has filed a FORM 8-K (Current Report) with the Securities and Exchange Commission regarding the termination of its License and Collaboration Agreement with Astellas Pharma Inc., effective November 1, 2021. The agreement, which was signed on April 23, 2020, granted Astellas exclusive rights to co-develop and commercialize skeletal sarcomere activators in all indications, with Cytokinetics retaining the right to co-promote and conduct certain commercial activities in the U.S., Canada, and Europe.

Under the terms of the agreement, Astellas would have received development and regulatory milestones of $25 to $35 million per product, up to $250 million for all products, except under certain scenarios, commercial milestones of up to $200 million, and royalties that ranged from a mid-single digit level to low double-digits. In the event of co-investment by Cytokinetics and approvals in certain indications, Cytokinetics would have received royalties ranging from mid-to-high double digits (not to exceed an incremental rate in the mid-twenties).

Key Takeaways:

  • Cytokinetics and Astellas have agreed to terminate their License and Collaboration Agreement for Other Skeletal Sarcomere Activators, effective November 1, 2021.
  • The agreement, signed on April 23, 2020, granted Astellas exclusive rights to co-develop and commercialize skeletal sarcomere activators in all indications.
  • Cytokinetics retains the right to co-promote and conduct certain commercial activities in the U.S., Canada, and Europe.
  • Astellas would have received development and regulatory milestones of $25 to $35 million per product, up to $250 million for all products, except under certain scenarios.
  • Cytokinetics would have received royalties under certain scenarios, ranging from mid-to-high double digits (not to exceed an incremental rate in the mid-twenties).
  • The termination of the agreement will result in the expiration of all licenses and other rights granted to Astellas under the agreement.
  • Cytokinetics' Quarterly Report on Form 10-Q filed on August 7, 2020, and Annual Report on Form 10-K filed on February 26, 2021, provide further details about the agreement and its termination.

Statistics:

  • $25 to $35 million (development and regulatory milestones per product)
  • Up to $250 million (total development and regulatory milestones for all products)
  • Up to $200 million (commercial milestones)
  • $25-35 million per product (development and regulatory milestones for Cytokinetics under certain scenarios)
  • 2.5-25% (royalty rate for Cytokinetics under certain scenarios)

Sources:

  • Cytokinetics, Incorporated. (2021, April 27). FORM 8-K (Current Report) [SEC Filing].
  • Cytokinetics, Incorporated. (2020, August 7). Quarterly Report on Form 10-Q.
  • Cytokinetics, Incorporated. (2021, February 26). Annual Report on Form 10-K.