Here's anothe Dow Jones version:
Dow Jones Newswires -- October 20, 1997 Eli Lilly, Ligand In Intracellular Receptor Alliance
SAN DIEGO (Dow Jones)--Eli Lilly & Co. (LLY) and Ligand Pharmaceuticals Inc. (LGND) formed an alliance to discover and develop products based on Ligand's intracellular receptor technology.
In a joint press release Monday, the companies said the collaboration will focus on products with broad applications for metabolic diseases, including diabetes, obesity, dislipidemia, insulin resistance and cardiovascular diseases associated with insulin resistance and obesity.
Lilly may make a $37.5 million equity investment in Ligand at $17.23 a share, the companies said.
Ligand may also receive up to $49 million in research funding over five years plus the potential for up to three additional years of research funding; $12.5 million in upfront milestones and up to $75 million in additional milestone payments paid over eight years assuming successful development of Oral Targretin and five other compounds.
Ligand may also be eligible to receive royalties on most advanced products and earlier compounds; an option to obtain select rights to one Lilly specialty pharmaceutical product in certain markets of interest to Ligand, (fitting into an area of specific focus for Ligand, but not Lilly) and milestones, royalties and options to obtain certain co-development and co-promotion rights for a Lilly-selected RXR compound in combination with a SERM.
Eli Lilly & Co. (LLY) will receive: rights to Targretin, an oral therapy currently in early clinical development for Type II diabetes; exclusive rights to two second generation oral diabetes compounds in preclinical development and to Ligand's metabolic disease technology to develop more advanced diabetes, cardiovascular and related therapies and additional rights to use Ligand technology to develop a compound in combination with a selective estrogen receptor modulator in cancer.
Lilly will receive worldwide, exclusive rights to: Ligand's compounds; technology associated with the Retinoid X Receptor, a new target for the treatment of Type II diabetes, and in certain areas, to Ligand's peroxisome proliferator activated receptor technology, with rights to use PPAR research technology with the RXR technology.
Finally, Lilly will receive exclusive rights to the hepatic nuclear factor 4 receptor and the obesity gene promoter technology.
Lilly and Ligand will join their research programs to discover more advanced RXR compounds, the companies said. Ligand will retain exclusive rights to independently research, develop and commercialize Targretin and other RXR compounds in the fields of cancer and dermatology.
Lilly and Ligand will also begin research programs aimed at discovering novel compounds that therapeutically activate PPAR subtypes for treatment of cardiovascular disease.
Ligand Pharmaceutical Inc. (LGND) may also obtain select rights to one Lilly specialty pharmaceutical product that would fit a current area of Ligand's focus and be marketed within the next several years. If Ligand elects to obtain selected rights to the product, Lilly could receive milestones of up to $20 million in Ligand stock.
If Ligand does not exercise the product option during the first 90 days after the effective date of the agreements, Ligand will sell an additional $20 million in equity to Lilly at a 20% premium to the then market price, and qualify for certain additional royalties of up to 1.5% on net sales on Ligand's Targretin, LGD1268 or LGD1324.
The milestone calculations are net of payments to third parties, and a percentage of certain royalty payments are due to third parties as a result of the restructured rights to compounds currently held by Allergan Ligand Retinoid Therapeutics Inc. (ALRI).
The transaction's closing is subject to receipt of necessary regulatory approvals and is contingent upon Ligand successfully completing its buyback of Allergan Ligand outstanding shares and the restructured rights to compounds currently held by Allergan Ligand.
Ligand Pharmaceuticals engages in gene transcription technology.
Lilly, Indianapolis, is a global research-based pharmaceutical company. |