Codexis assigns CDX-7108 to Nestlé for $5M upfront plus milestones; closing expected Jan 5

CODEXIS, INC.

Upfront payment of $5M, potential $15M development milestones, $25M commercial milestones, and royalty on net sales above baseline.
Nestlé gets option to buy amylase/protease assets for $2.5M, plus $2.5M milestone payment.
Codexis restricted from developing lipase PERT products for at least three years.
Collaboration and Development Agreements terminated; closing expected Jan 5, 2024.
Company also receives scaled percentage of proceeds from future sale or licensing of CDX-7108 by Nestlé.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

CODEXIS, INC. terminated Strategic Collaboration Agreement with Nestlé Health Science valued at Termination of Collaboration Agreement and Development Agreement (effective 2023-12-27).

Action: termination
Agreement: collaboration
Counterparty: Nestlé Health Science
Value: Termination of Collaboration Agreement and Development Agreement
Effective: 2023-12-27

Exact text from the filing

CDX-7108 was discovered under the Strategic Collaboration Agreement between Nestlé Health Science (“Nestlé”) and the Company, dated October 12, 2017 (“Collaboration Agreement”), and was the subject of a development agreement between Nestle and the Company, dated January 1, 2020 (“Development Agreement”), pursuant to which the parties collaborated to advance the development of CDX-7108.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

CODEXIS, INC. entered into A&P Acquisition Agreement with Nestlé Health Science valued at Upfront cash payment of $2.5 million, potential additional $2.5 million payment upon meeting certain (effective 2023-12-27).

Action: entry
Agreement: asset purchase
Counterparty: Nestlé Health Science
Value: Upfront cash payment of $2.5 million, potential additional $2.5 million payment upon meeting certain
Effective: 2023-12-27

Exact text from the filing

The Company will also grant Nestlé an option to enter into an agreement for the sale of assets related to amylase and protease discovered under the Collaboration Agreement (“A&P Acquisition Agreement”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

CODEXIS, INC. entered into Acquisition Agreement with Nestlé Health Science valued at Upfront payment of $5.0 million, up to $15.0 million in development milestones and $25.0 million in (effective 2023-12-27).

Action: entry
Agreement: asset purchase
Counterparty: Nestlé Health Science
Value: Upfront payment of $5.0 million, up to $15.0 million in development milestones and $25.0 million in
Effective: 2023-12-27

Exact text from the filing

On December 27, 2023, the Company and Nestlé entered into an acquisition agreement (the “Acquisition Agreement”), pursuant to which the Company has agreed to assign its interests in CDX-7108 (including associated agreements and intellectual property rights) to Nestlé.

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CODEXIS, INC. filing history →

Source: SEC EDGAR

accession 0001193125-23-303503

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