LAVA Therapeutics, N.V.
Exclusive License Agreement
LAVA Therapeutics N.V. (“LAVA”), entered into an exclusive license agreement, dated as of September 23, 2022 (the “Agreement”), with Seagen Inc. (“Seagen”), pursuant to which LAVA granted a worldwide exclusive license to Seagen to develop, manufacture, and commercialize LAVA-1223, an advanced preclinical asset that utilizes LAVA’s proprietary Gammabody™ technology to target epidermal growth factor receptor (EGFR)-expressing solid tumors. Seagen will pay LAVA a one-time, upfront license fee of $50 million. In addition, Seagen will pay LAVA development, regulatory and commercialization milestone payments of up to approximately $650 million upon achievement of certain specified milestones as well as royalties ranging from the single digits to the mid-teens on net sales of the licensed product. LAVA may exercise a one-time, buy-up option to increase the royalty rate percentages for such royalties upon payment of a one-time fee within a designated period of time following receipt of certain clinical data for the licensed product. In the event LAVA elects to exercise such buy-up option, the amount of certain of the development milestones will be subject to certain percentage decreases.
Under the terms of the Agreement, Lava will provide a limited amount of initial supply of LAVA-1223 to support Seagen’s clinical development of the product. Seagen is also granted an opportunity to exclusively negotiate rights to apply LAVA's proprietary Gammabody platform on up to two additional tumor targets. The Agreement contains customary representations, warranties and covenants by both parties, as well as customary provisions relating to indemnification, confidentiality and other matters.
The foregoing description of the terms of the Agreement is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this Report on Form 6-K, and incorporated herein by reference.
Press Release
On September 26, 2022, the Company issued a press release announcing entry into the Agreement. A copy of this press release is filed herewith as Exhibit 99.1.
Investor Presentation
On September 30, 2022, the Company updated its corporate presentation, which it made available on its website. A copy of the presentation is furnished herewith as Exhibit 99.2.
INCORPORATION BY REFERENCE
This Report on Form 6-K and Exhibits 10.1 and 99.1 to this Report on Form 6-K shall be deemed to be incorporated by reference into the registration statement on Form S-8 (File no. 333-256655) and registration statement on Form F-3 (File no. 333-264246) of LAVA Therapeutics N.V. (including any prospectuses forming a part of such registration statements) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
EXHIBIT LIST