The Ludwig Institute; Center for Neurological Studies
In October 2005, we entered into a collaboration agreement with the Ludwig Institute, the Center for
Neurological Studies and researchers from these institutions to discover and develop antisense drugs in the areas
of amyotrophic lateral sclerosis, or ALS, and other neurodegenerative diseases. Under this agreement, we agreed
to pay the Ludwig Institute and Center for Neurological Studies modest milestone payments and royalties on any
antisense drugs resulting from the collaboration.
Intellectual Property Sale and LicensingAgreements
Sales of Intellectual Property
Abbott Molecular Inc.
In January 2009, we sold our former subsidiary, Ibis Biosciences, toAbbott Molecular Inc., or AMI,
pursuant to a stock purchase agreement for a total acquisition price of $215 million plus the earn out payments
described below.
Under the stock purchase agreement, we are eligible to receive earn out payments fromAMI equal to a
percentage of Ibis’ revenue related to sales of Ibis systems, whichAMI launched in 2014 as IRIDICA, including
instruments, assay kits and successor products. Once cumulative net sales reach $140 million, and through
December 31, 2025, we are eligible to earn out payments in any year that net sales exceed $50 million for the
applicable year. The earn out payments will equal five percent of Ibis’ cumulative net sales over $140 million
and up to $2.1 billion, and three percent of Ibis’ cumulative net sales over $2.1 billion. AMI may reduce these
earn out payments from five percent to as low as 2.5 percent and from three percent to as low as 1.5 percent,
respectively, upon the occurrence of certain events. During 2014, 2013 and 2012, we did not earn any revenue
from our relationship withAMI.
In-Licensing Arrangements
Idera Pharmaceuticals, Inc., formerly Hybridon, Inc.
We have an agreement with Idera under which we acquired an exclusive license to all of Idera’s antisense
chemistry and delivery technology related to our second generation antisense drugs and to double-stranded small
interfering RNA, or siRNA, therapeutics. Idera retained the right to practice its licensed antisense patent
technologies and to sublicense its technologies to collaborators under certain circumstances. In addition, Idera
received a non-exclusive license to our suite of ribonuclease H or, RNase H, patents.
University of Massachusetts
We have a license agreement with the University of Massachusetts under which we acquired an exclusive
license to the University of Massachusetts’ patent rights related to ISIS-SMN
Rx
. If we successfully develop and
commercialize a drug incorporating the technology we licensed from the University of Massachusetts, we will
pay a milestone payment to the University of Massachusetts of $0.3 million for the achievement of a key
regulatory milestone. In addition, we will pay the University of Massachusetts a portion of any sublicense
revenue we receive in consideration for sublicensing its technology, and a royalty on sales of ISIS-ISIS-SMN
Rx
in the United States if our product incorporates the technology we licensed from the University of Massachusetts.
Verva Pharmaceuticals Ltd.
We have a license agreement with Verva under which we acquired an exclusive license to Verva’s antisense
patent rights related to ISIS-FGFR4
Rx
. If we successfully develop and commercialize a drug incorporating the
technology Verva licensed to us, we will pay milestone payments to Verva totaling up to $6.1 million for the
achievement of key patent, clinical, and regulatory milestones. If we convert our license from an exclusive
license to a nonexclusive license we could significantly reduce the milestone payments due to Verva. In addition,
we will also pay royalties to Verva on sales of ISIS-FGFR4
Rx
if our product incorporates the technology we
licensed fromVerva.
Cold Spring Harbor Laboratory
We have a collaboration and license agreement with the Cold Spring Harbor Laboratory under which we
acquired an exclusive license to the Cold Spring Harbor Laboratory’s patent rights related to ISIS-SMN
Rx
. If we
successfully develop and commercialize a drug incorporating the technology we licensed from the Cold Spring
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