Current Report Filing (8-k)
March 23 2021 - 5:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 22, 2021
VIRACTA THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-51531
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94-3295878
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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2533 S Coast Hwy 101, Suite 210
Cardiff, California
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92007
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (858)
400-8470
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol
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Name of each exchange
on which registered
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Common Stock, $0.0001 par value
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VIRX
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 1.01
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Entry into a Material Definitive Agreement.
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On March 22, 2021 (the Effective Date), Viracta entered into a Royalty Purchase Agreement (the Royalty Purchase Agreement) with
XOMA (US) LLC (XOMA). Pursuant to the terms of the Royalty Purchase Agreement, XOMA paid $13.5 million on the Effective Date for the right to receive future milestones and royalties that Viracta is entitled to receive under the
terms of a license agreement with DOT Therapeutics-1, Inc. dated December 16, 2019 (the DOT-1 License Agreement) and a license agreement with Denovo Biopharma LLC dated December 5, 2019 (the Denovo License Agreement), net of
certain Viracta obligations to a third party. Pursuant to the Royalty Purchase Agreement, Viracta (directly or through a wholly-owned subsidiary) is also eligible to receive an up to $20 million
pre-commercialization, event based milestone.
The Royalty Purchase Agreement contains certain covenants,
representations and warranties regarding Viractas rights and obligations with respect to the DOT-1 License Agreement and the Denovo License Agreement and customary covenants and representations for a
transaction of this nature, including covenants that limit or restrict Viractas ability to incur indebtedness or liens related to the future milestones and royalties subject to the Royalty Purchase Agreement.
The foregoing description of the Royalty Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the
Royalty Purchase Agreement, which will be filed as an exhibit to Viractas Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.
Item 2.01
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Completion of Acquisition or Disposition of Assets.
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The information provided above in this Current Report on Form 8-K is hereby incorporated by reference into this Item
2.01.
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
hereunto duly authorized.
Dated: March 23, 2021
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/s/ Daniel Chevallard
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Daniel Chevallard
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Chief Operating Officer and Chief Financial Officer
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