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EX-99.1 - EX-99.1 - Tracon Pharmaceuticals, Inc.tcon-ex991_6.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  December 20, 2017

 

TRACON Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-36818

 

34-2037594

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer Identification No.)

of incorporation)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4350 La Jolla Village Drive, Suite 800

San Diego, California

 

92122

(Address of principal executive offices)

 

(Zip Code)

 

 

 

 

 

 

Registrant’s telephone number, including area code: (858) 550-0780

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 


 


 

Item 8.01

Other Events.

 

On December 20, 2017, TRACON Pharmaceuticals, Inc. (the “Company”) entered into a license agreement with Ambrx, Inc. (Ambrx). Under the license agreement, the Company granted Ambrx exclusive rights to develop and commercialize TRC105 in all indications (excluding ophthalmology, which are held by Santen Pharmaceutical Co., Ltd.) in China (including Hong Kong and Macau) and Taiwan. The Company is entitled to receive an upfront payment of $3.0 million, and is eligible to receive development and regulatory milestones of up to $10.5 million, and commercial sales milestones of up to $130.0 million. The Company is also eligible to receive tiered royalties from the high single digits to low teens on net sales of TRC105 in the Ambrx territories.  

 

On December 21, 2017, the Company issued a press release announcing its entry into the license agreement.  A copy of the press release is attached hereto at Exhibit 99.1.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit No.

 

 

 

Description 

99.1 

 

 

Press release issued by TRACON Pharmaceuticals, Inc. on December 21, 2017.

 

 


 

 SIGNATURES

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.

 

 

 

TRACON Pharmaceuticals, Inc.

 

 

Dated: December 21, 2017 

 

By:

 

/s/ Charles P. Theuer, M.D., Ph.D.

 

 

 

 

 

 

Charles P. Theuer, M.D., Ph.D.

 President and Chief Executive Officer