UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On March 22, 2021, XOMA (US) LLC ( “XOMA”), a wholly-owned subsidiary of XOMA Corporation (the “Company”), entered into a royalty purchase agreement (the “Agreement”) with Viracta Therapeutics, Inc. (“Viracta”). Pursuant to the Agreement, XOMA acquired the rights to the potential future milestones and royalties associated with existing licenses relating to two clinical-stage drug candidates in exchange for an upfront payment of $13.5 million. The first candidate, Day101 (pan-RAF kinase inhibitor), is being developed by DOT Therapeutics-1, Inc., and the second candidate, vosaroxin (topoisomerase II), is being developed by Denovo Biopharma LLC. In addition, pursuant to the Agreement, Viracta will also be eligible to receive an up to $20 million pre-commercialization, event-based milestone.
Pursuant to the Agreement and subject to Viracta’s existing licenses, XOMA has acquired the right to receive (i) royalties on potential sales related to Day101, if approved, and up to $54 million in potential milestones and other payments related to Day101; and (ii) high single-digit royalties on potential sales related to vosaroxin, if approved, and up to $57 million in potential regulatory and commercial milestones, subject to certain payment provisions to a third party.
The Agreement contains certain covenants, representations and warranties regarding Viracta’s rights and obligations with respect to the existing licenses and customary covenants and representations for a transaction of this nature, including covenants that limit or restrict Viracta’s ability to incur indebtedness or liens related to the future milestones and royalties subject to the Agreement.
The description of the Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to such Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ending March 31, 2021.
| Item 8.01. | Other Events. |
On March 22, 2021, the Company announced that its Board of Directors declared the initial quarterly dividend on the Company’s 8.625% Series A Cumulative Perpetual Preferred Stock, par value $0.05 per share and liquidation preference of $25.00 per share (the “Series A Preferred Stock”), to be paid in cash at a rate of $0.71875 per share, on or about April 15, 2021 to holders of record of the Series A Preferred Stock as of April 2, 2021.
SIGNATURE
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.
| XOMA CORPORATION | ||||||
| Date: March 24, 2021 | By: | /s/ THOMAS BURNS | ||||
| Thomas Burns | ||||||
| Senior Vice President, Finance and Chief Financial Officer | ||||||