false0000886163 0000886163 2019-08-27 2019-08-27
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 27, 2019
(Exact Name of Registrant as Specified in Its Charter)
(State or other jurisdiction of
(Commission File Number)
(I.R.S. Employer
incorporation or organization)
Identification No.)

3911 Sorrento Valley Boulevard, Suite 110
San Diego
(Address of principal executive offices)
(Zip Code)
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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

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Common Stock, par value $0.001 per share
The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 8.01 Other Events.

We recently entered into an OmniAb commercial platform license agreement with Kira Pharmaceuticals, a Hong Kong-based company focused on first-in-class treatments for immunological diseases and cancer immunotherapy for the Chinese and rest-of-world markets. Under the license, Kira will be able to use OmniAb® platform rodents and birds in campaigns to discover fully human mono- and bispecific antibodies.

We are eligible to receive clinical development and regulatory milestone payments and tiered royalty payments in the low-to-mid single digits range for each product incorporating or delivering an OmniAb antibody. We will also receive fees for any scientific services provided. Kira will be responsible for all costs related to the programs.

OmniAb® is a three-species transgenic-animal platform used for producing mono- and bispecific human therapeutic antibodies. OmniRat® transgenic rats embody the industry’s first human monoclonal antibody technology in rats. OmniRat animals have a complete immune system with a diverse antibody repertoire and generate antibodies with human idiotypes as effectively as wild-type animals make rat antibodies. OmniMouse® is a transgenic mouse that complements OmniRat and expands epitope coverage. OmniFlic® is an engineered rat with a fixed light chain for development of bispecific, fully human antibodies. OmniChicken™ chickens have been genetically modified to have the immunoglobulin genes replaced with corresponding human genes, and embody the industry’s first human monoclonal antibody technology in chickens. These animal platforms use patented technology, have broad freedom to operate and deliver fully human antibodies with high affinity, specificity, expression, solubility and stability.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 12, 2019
By: /s/ Charles S. Berkman         
Name: Charles S. Berkman
Title: Senior Vice President, General Counsel and Secretary