F-42
In-LicensingArrangements
IderaPharmaceuticals, Inc., formerlyHybridon, Inc.
We have an agreement with Idera underwhichwe acquired an exclusive license to all of Idera’s antisense chemistry and
delivery technology related toour secondgeneration antisense drugs and todouble-stranded small interferingRNA, or siRNA,
therapeutics. Idera retained the right topractice its licensed antisense patent technologies and to sublicense its technologies to
collaborators under certain circumstances. In addition, Idera received a non-exclusive license toour suite of ribonucleaseH, or RNase
H, patents. During2013, 2012 and2011, we earned revenue of $10,000 for eachperiod fromour relationshipwith Idera.
University ofMassachusetts
We have a license agreementwith theUniversityofMassachusetts underwhichwe acquired an exclusive license to the
University ofMassachusetts’ patent rights related to ISIS-SMN
Rx
. Ifwe successfully develop and commercialize a drug incorporating
the technologywe licensed from theUniversity ofMassachusetts, wewill paymilestone payments to theUniversity ofMassachusetts
totalingup to$500,000 for the achievement of key clinical and regulatorymilestones. In addition, wewill pay theUniversity of
Massachusetts a portionof any sublicense revenuewe receive in consideration for sublicensing its technology, and a royalty on sales
of ISIS-SMN
Rx
in theUnitedStates if our product incorporates the technologywe licensed from theUniversityofMassachusetts.
VervaPharmaceuticals Ltd.
We have a license agreementwithVerva underwhichwe acquired an exclusive license toVerva’s antisense patent rights
related to ISIS-FGFR4
Rx
. Ifwe successfullydevelop and commercialize a drug incorporating the technologyVerva licensed tous, we
will paymilestone payments toVerva totalingup to$6.1million for the achievement of keypatent, clinical, and regulatory
milestones. Ifwe convert our license from an exclusive license to a nonexclusive licensewe could significantly reduce themilestone
payments due toVerva. In addition, wewill alsopay royalties toVerva on sales of ISIS-FGFR4
Rx
if our product incorporates the
technologywe licensed fromVerva.
ColdSpringHarbor Laboratory
We have a collaboration and license agreementwith theColdSpringHarbor Laboratoryunderwhichwe acquired an
exclusive license to theColdSpringHarbor Laboratory’s patent rights related to ISIS-SMN
Rx
. Ifwe successfullydevelop and
commercialize a drug incorporating the technologywe licensed from theColdSpringHarbor Laboratory, wewill paymilestone
payments to theColdSpringHarbor Laboratory totalingup to$600,000 for the achievement of key clinical and regulatory
milestones. In addition, wewill pay theColdSpringHarbor Laboratory a portionof any sublicense revenuewe receive in
consideration for sublicensing theColdSpringHarbor Laboratory’s technology and a royaltyon sales of ISIS-SMN
Rx
if our product
incorporates the technologywe licensed from theColdSpringHarbor Laboratory.
8. ConcentrationofBusinessRisk
We have historically fundedour operations from collaborationswith corporate partners and a relatively small number of
partners have accounted for a significant percentage of our revenue. Revenue from significant partners, which is defined as 10percent
ormore of our total revenue, was as follows:
2013
2012
2011
PartnerA ....................................................................
25%
8%
0%
Partner B .....................................................................
24%
8%
18%
Partner C .....................................................................
22%
66%
73%
PartnerD ....................................................................
20%
9%
0%
Contract receivables from three significant partners comprised approximately 91percent of our contract receivables at
December 31, 2013 and contract receivables from four significant partners comprised approximately 83percent of our contract
receivables atDecember 31, 2012.
