Item 1.01 Entry into a Material Definitive Agreement.
On January 6, 2020, aTyr Pharma, Inc. (the "Company") announced a collaboration
with Kyorin Pharmaceutical Co., Ltd. ("Kyorin") for the development and
commercialization of the Company's lead clinical candidate, ATYR1923, for
interstitial lung diseases ("ILDs") in Japan.
Pursuant to the terms of a collaboration and license agreement, dated January 6,
2020, entered between the Company and Kyorin (the "Collaboration Agreement"),
Kyorin will receive the exclusive right to develop and commercialize ATYR1923 in
Japan for ILDs and will be responsible for funding associated costs for
research, development, regulatory, marketing and commercialization activities in
Japan. The Company will be responsible for supplying all drug product for Japan,
as well as supporting development activities as the global development leader
for ATYR1923. The Company will receive an $8 million upfront payment and is
eligible to receive up to an additional $167 million in the aggregate upon
achievement of certain development, regulatory and sales milestones, as well as
tiered royalties ranging from the mid-single digits to mid-teens on net sales in
Japan. The royalty obligations continue on a product-by-product basis until the
earlier of the last to expire of the applicable licensed patents, the entry of a
generic product in Japan, the expiration of any regulatory exclusivity period
and ten years after the first commercial sale of the product in Japan.
Unless earlier terminated, the term of the Collaboration Agreement continues
until the expiration of the royalty obligations. Following the first anniversary
of the effective date of the Collaboration Agreement, Kyorin has the right to
terminate the agreement for any reason upon 90 days advance written notice to
the Company. Either party may terminate the Collaboration Agreement in the event
that the other party breaches the agreement and fails to cure the breach,
becomes insolvent or challenges certain of the intellectual property rights
licensed under the agreement.
The foregoing is a summary description of certain terms of the Collaboration
Agreement and, by its nature, is incomplete. The description is qualified by
reference to the Collaboration Agreement, which the Company will file as an
exhibit to its Annual Report on Form 10-K for the year ended December 31, 2019.
A press release announcing collaboration is attached as Exhibit 99.1 hereto.
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Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release of aTyr Pharma, Inc. dated January 6, 2020 .
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