Galapagos and Gilead complete closing of their global collaboration for filgotinib
(Thomson Reuters ONE) -
Mechelen, Belgium and Foster City, CA, USA, 19 January 2016 - Galapagos NV
(Euronext & NASDAQ: GLPG) and Gilead Sciences, Inc. (NASDAQ: GILD) announced
today the closing and entry into force of their global license and collaboration
agreement on filgotinib.
Under the terms of the agreement, the closing of this transaction triggers an
upfront license fee payment of $300 million by Gilead to Galapagos. In
addition, Gilead has made a $425 million (or ?392 million) equity investment in
Galapagos by subscribing for new shares at a price of ?58 per share, including
issuance premium. As a result, Gilead now owns 6,760,701 ordinary shares of
Galapagos, representing 14.75 percent of the currently outstanding share capital
of Galapagos.
In accordance with Belgian transparency legislation([1]), Galapagos notes that
its total share capital currently amounts to ?247,964,249.63; the total number
of securities conferring voting rights is 45,837,043, which is also the total
number of voting rights (the "denominator"), and all securities conferring
voting rights and all voting rights are of the same category. The total number
of rights (warrants) to subscribe to not yet issued securities conferring voting
rights is 2,800,692, which equals the total number of voting rights that may
result from the exercise of these warrants (but excludes the 700,000 warrants of
Warrant Plan 2015 (B) and Warrant Plan 2015 RMV which were created on
21 December 2015, subject to acceptances). Galapagos does not have any
convertible bonds or shares without voting rights outstanding.
About the Collaboration
Galapagos and Gilead entered into a collaboration for the global development and
commercialization of filgotinib in inflammatory diseases in December 2015.
Under the terms of the agreement, the companies will collaborate jointly on the
global development of filgotinib starting with the initiation of Phase 3 trials
in rheumatoid arthritis (RA). Galapagos will co-fund 20 percent of global
development activities and Gilead will be responsible for manufacturing and
worldwide marketing and sales activities. Galapagos has the option to co-
promote filgotinib in the UK, Germany, France, Italy, Spain, Belgium, the
Netherlands and Luxembourg, in which case the companies will share profits
equally. If Galapagos exercises its option to co-promote in Belgium, the
Netherlands or Luxembourg, it will also book sales in these countries.
Galapagos is entitled to an upfront payment of $725 million under the
collaboration agreement, consisting of a license fee of $300 million and a $425
million equity investment in Galapagos. In addition, Galapagos is eligible for
payments of up to $1.35 billion in milestones, with tiered royalties starting at
20% and a profit split in co-promotion territories.
About Galapagos
Galapagos (Euronext & NASDAQ: GLPG) is a clinical-stage biotechnology company
specialized in the discovery and development of small molecule medicines with
novel modes of action. Our pipeline comprises three Phase 2, four Phase 1, five
pre-clinical, and 20 discovery studies in cystic fibrosis, inflammation,
fibrosis, osteoarthritis and other indications. We have discovered and
developed filgotinib: in collaboration with Gilead we aim to bring this JAK1-
selective inhibitor for inflammatory indications to patients all over the world.
Galapagos is focused on the development and commercialization of novel medicines
that will improve people's lives. The Galapagos group, including fee-for-
service subsidiary Fidelta, has approximately 400 employees, operating from its
Mechelen, Belgium headquarters and facilities in The Netherlands, France, and
Croatia. More information at www.glpg.com.
About Gilead
Gilead Sciences is a biopharmaceutical company that discovers, develops and
commercializes innovative therapeutics in areas of unmet medical need. The
company's mission is to advance the care of patients suffering from life-
threatening diseases worldwide. Gilead has operations in more than 30 countries
worldwide, with headquarters in Foster City, California.
Galapagos Contacts
Investors: Media:
Elizabeth Goodwin Evelyn Fox
VP IR & Corporate Communications Director Communications
+1 781 460 1784 +31 6 53 591 999
ir(at)glpg.com communications(at)glpg.com
Gilead Contacts
Investors: Media:
Patrick O'Brien Michele Rest
Tel: +1 650 522 1936 +1 650 577 6935
patrick.o'brien(at)gilead.com michele.rest(at)gilead.com
Galapagos Forward-Looking Statements
This release may contain forward-looking statements, including statements
regarding the timing of the receipt of the $300 million upfront license fee
payment and the amount and timing of other potential future milestone and/or
royalty payments by Gilead, the future collaboration with Gilead, the expexted
timing and design of ongoing and planned clinical trials with filgotinib, and
the further development and commercialization of filgotinib. Galapagos cautions
the reader that forward-looking statements are not guarantees of future
performance. Forward-looking statements involve known and unknown risks,
uncertainties and other factors which might cause the actual results, financial
condition and liquidity, performance or achievements of Galapagos, or industry
results, to be materially different from any historic or future results,
financial conditions and liquidity, performance or achievements expressed or
implied by such forward-looking statements. In addition, even if Galapagos'
results, performance, financial condition and liquidity, and the development of
the industry in which it operates are consistent with such forward-looking
statements, they may not be predictive of results or developments in future
periods. Among the factors that may result in differences are the inherent
uncertainties associated with competitive developments, clinical trial and
product development activities and regulatory approval requirements (including
that data from Galapagos' and Gilead's ongoing clinical research programs with
filgotinib may not support registration or further development of filgotinib due
to safety, efficacy or other reasons), Galapagos' reliance on collaborations
with third parties (including the performance by Gilead under the global license
and collaboration agreement on filgotinib), and estimating the commercial
potential of our product candidates. A further list and description of these
risks, uncertainties and other risks can be found in the company's Securities
and Exchange Commission filing and reports, including in the company's
prospectus filed with the Securities and Exchange Commission on May 14, 2015 and
subsequent filings and reports filed by the company with the Securities and
Exchange Commission. Given these uncertainties, the reader is advised not to
place any undue reliance on such forward-looking statements. These forward-
looking statements speak only as of the date of publication of this document.
Galapagos expressly disclaims any obligation to update any such forward-looking
statements in this document to reflect any change in its expectations with
regard thereto or any change in events, conditions or circumstances on which any
such statement is based or that may affect the likelihood that actual results
will differ from those set forth in the forward-looking statements, unless
specifically required by law or regulation.
Gilead Forward-Looking Statement
This press release includes forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that are subject to risks,
uncertainties and other factors, including risks that the parties will be unable
to develop and commercialize filgotinib for the treatment of rheumatoid
arthritis or any other indications. These risks, uncertainties and other factors
could cause actual results to differ materially from those referred to in the
forward-looking statements. The reader is cautioned not to rely on these
forward-looking statements. These and other risks are described in detail in
Gilead's Quarterly Report on Form 10-Q for the quarter ended September
30, 2015, as filed with the U.S. Securities and Exchange Commission. All
forward-looking statements are based on information currently available to
Gilead, and Gilead assumes no obligation to update any such forward-looking
statements.
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([1])Belgian Act of 2 May 2007 on the disclosure of major shareholdings in
issuers whose shares are admitted to trading on a regulated market
Galapagos and Gilead complete closing of collaboration for filgotinib:
http://hugin.info/133350/R/1980028/725319.pdf
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Source: Galapagos NV via GlobeNewswire
[HUG#1980028]
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Datum: 19.01.2016 - 22:40 Uhr
Sprache: Deutsch
News-ID 445208
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contact information:
Town:
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