8-K
filed April 24, 2024, 7:59 PM ET
CIK 0001610618
other material
confidence high
sentiment positive
materiality 0.85
Cidara pays $85M to Janssen for influenza program rights; raises $240M in private placement
Cidara Therapeutics, Inc.
- Paid $85M upfront to Janssen to acquire exclusive worldwide license to CD388 and influenza DFC program, terminating prior collaboration.
- Raised $240M gross from private placement of 240,000 Series A Preferred shares at $1,000 each; shares automatically convert to common at $14.20 per share.
- Board expanded to nine; two prior directors resigned, three new directors appointed (James Merson, Ryan Spencer, Laura Tadvalkar) effective at closing.
- Company assumes full responsibility for development, manufacturing, and commercialization of CD388 after Phase 2a completion.
- Potential milestone payments to Janssen up to $605M ($150M development + $455M commercialization); no royalties on product sales.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Laura Tadvalkar was appointed as Director at Cidara Therapeutics, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
appointed James Merson, Ph.D., Ryan Spencer, and Laura Tadvalkar, Ph.D., as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ryan Spencer was appointed as Director at Cidara Therapeutics, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
appointed James Merson, Ph.D., Ryan Spencer, and Laura Tadvalkar, Ph.D., as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
David Gollaher resigned as Director at Cidara Therapeutics, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Timothy R. Franson, M.D., and David Gollaher, Ph.D. tendered their resignations from the Board, contingent on and effective as of immediately prior to the closing of the Private Placement.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
James Merson was appointed as Director at Cidara Therapeutics, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
appointed James Merson, Ph.D., Ryan Spencer, and Laura Tadvalkar, Ph.D., as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Timothy R. Franson resigned as Director at Cidara Therapeutics, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Timothy R. Franson, M.D., and David Gollaher, Ph.D. tendered their resignations from the Board, contingent on and effective as of immediately prior to the closing of the Private Placement.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Cidara Therapeutics, Inc.: Filed Certificate of Designation for Series A Preferred Stock.
- Change
- charter amendment
Exact text from the filing
on the Closing Date, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware designating 240,000 shares of its authorized and unissued preferred stock as Series A Preferred Stock
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Cidara Therapeutics, Inc. entered into Securities Purchase Agreement with Institutional and other accredited investors valued at 240,000 shares of Series A Convertible Voting Preferred Stock at $1,000 per share for total gross pr (effective 2024-04-23).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Institutional and other accredited investors
- Value
- 240,000 shares of Series A Convertible Voting Preferred Stock at $1,000 per share for total gross pr
- Effective
- 2024-04-23
Exact text from the filing
On April 23, 2024 (the “Signing Date”), the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional and other accredited investors (the “Purchasers”), pursuant to which the Company issued and sold, in a private placement (the “Private Placement”), 240,000 shares of Series A Convertible Voting Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), at a purchase price of $1,000 per share.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Cidara Therapeutics, Inc. terminated 2021 Collaboration Agreement with Janssen Pharmaceuticals, Inc. valued at Terminated upon effectiveness of the Janssen License Agreement (effective 2024-04-24).
- Action
- termination
- Agreement
- collaboration
- Counterparty
- Janssen Pharmaceuticals, Inc.
- Value
- Terminated upon effectiveness of the Janssen License Agreement
- Effective
- 2024-04-24
Exact text from the filing
Upon the effectiveness of the Janssen License Agreement, the 2021 Collaboration Agreement, including the license granted by the Company to Janssen and the Company’s non‐compete covenant thereunder, terminated, and the Company assumed responsibility for further clinical development, manufacture, registration and commercialization of DFCs within the Influenza Program (“Compounds”), including CD388, and products containing Compounds (“Products”), including Products containing CD388 (“CD388 Product”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Cidara Therapeutics, Inc. entered into License and Technology Transfer Agreement with Janssen Pharmaceuticals, Inc. valued at Upfront payment of $85 million; up to $150 million in development and regulatory milestone payments; (effective 2024-04-24).
- Action
- entry
- Agreement
- license
- Counterparty
- Janssen Pharmaceuticals, Inc.
- Value
- Upfront payment of $85 million; up to $150 million in development and regulatory milestone payments;
- Effective
- 2024-04-24
Exact text from the filing
On April 23, 2024 (the “Signing Date”), the Company and Janssen Pharmaceuticals, Inc. (“Janssen”) entered into a license and technology transfer agreement (the “Janssen License Agreement”) related to drug-Fc conjugates (“DFCs”) based on the Company’s Cloudbreak ® platform for the prevention and treatment of influenza (“Influenza Program”), including CD388, the Company’s most advanced DFC program, which has completed a Phase 2a clinical trial.
View on SEC.gov
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