SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 23, 2019
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|Item 8.01|| |
The previously announced series of agreements, including a license agreement and two separate option and license agreements (collectively, the License and Option Agreements), each executed on December 20, 2018 between Agenus Inc. (Agenus) and Gilead Sciences, Inc. (Gilead), became effective on January 23, 2019, and Agenus became entitled to receive the $120.0 million upfront payment due under the License and Option Agreements. In addition, on January 23, 2019, Agenus closed its previously announced private placement of 11,111,111 shares of Agenus common stock to Gilead for an aggregate purchase price of $30.0 million, or approximately $2.70 per share.
As previously announced, the effectiveness of the License and Option Agreements and the closing of the private placement were subject to the parties receiving clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the HSR Act). The waiting period under the HSR Act has expired.
On January 24, 2019, Agenus issued a press release relating to the effectiveness of the License and Option Agreements and the closing of the private placement. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
|Item 9.01.|| |
Financial Statements and Exhibits.
|99.1||Press release issued by Agenus Inc. dated January 24, 2019.|
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.
|Date: January 24, 2019||By:||/s/ Garo H. Armen|
Garo H. Armen
Chairman and CEO