license fees for these programs, including up to $175 million for the achievement of development milestones, up
to $420 million for the achievement of regulatory milestones and up to $180 million for the achievement of
commercialization milestones. In addition, we are eligible to receive tiered royalties up to the near teens on any
product sales of drugs resulting from this collaboration. We will earn the next milestone payment of $5 million if
Janssen chooses another target to advance under this collaboration.
Our agreement with Janssen will continue until the earlier of the date that all of Janssen’s options to obtain
the exclusive licenses under the agreement expire unexercised or, if Janssen exercises its option, until the
expiration of all payment obligations under the agreement. In addition, the agreement, or any program under the
agreement, may terminate early under the following situations:
•
Janssen may terminate the agreement or any program at any time by providing written notice to us; and
•
Either we or Janssen may terminate any program by providing written notice to the other party upon
the other party’s uncured failure to perform a material obligation under the agreement, or the entire
agreement if the other party becomes insolvent.
During 2014, 2013 and 2012 we did not earn any revenue from our relationship with Janssen. Our balance
sheet at December 31, 2014 included deferred revenue of $30 million related to our relationship with Janssen.
Roche
InApril 2013, we formed an alliance with Hoffman-La Roche Inc. and F. Hoffmann-La Roche Ltd.,
collectively Roche, to develop treatments for Huntington’s disease based on our antisense technology. Roche has
the option to license the drugs from us through the completion of the first Phase 1 trial. Prior to option exercise,
we are responsible for the discovery and development of an antisense drug targeting huntingtin, or HTT, protein.
If Roche exercises its option, it will be responsible for global development, regulatory and commercialization
activities for any drug arising out of the collaboration. We are also working collaboratively with Roche on the
discovery of an antisense drug utilizing Roche’s ‘‘brain shuttle’’ program. Under the terms of the agreement, we
received an upfront payment of $30 million inApril 2013, which we are amortizing throughApril 2017. We are
eligible to receive up to $362 million in a license fee and substantive milestone payments including up to
$67 million for the achievement of development milestones, up to $170 million for the achievement of regulatory
milestones and up to $80 million for the achievement of commercialization milestone payments. In addition, we
are eligible to receive up to $136.5 million in milestone payments for each additional drug successfully
developed and up to $50 million in commercial milestones if a drug using Roche’s proprietary brain shuttle
technology is successfully commercialized. We are also eligible to receive tiered royalties up to the mid-teens on
any product sales of drugs resulting from this alliance. We will earn the next milestone payment of $22 million if
we initiate a Phase 1 trial for a drug targeting HTT protein.
Our alliance with Roche will continue until the earlier of the date Roche’s option to obtain the exclusive
license under the agreement expires unexercised or, if Roche exercises its option, until the expiration of all
payment obligations under the agreement. In addition, the agreement may terminate early under the following
situations:
•
Roche may terminate the agreement at any time by providing written notice to us;
•
Either we or Roche may terminate the agreement by providing written notice to the other party upon
the other party’s uncured failure to perform a material obligation under the agreement or if the other
party becomes insolvent; and
•
Either we or Roche may terminate the brain shuttle program if at least one development candidate is
not designated under such program by a mutually agreed deadline.
During 2014 and 2013, we earned revenue of $8.7 million and $5.1 million, respectively from our
relationship with Roche. Our balance sheet at December 31, 2014 and 2013 included deferred revenue of
$17 million and $25 million, respectively related to our relationship with Roche.
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