8-KOther EventsExhibits & Filings

ALNYLAM PHARMACEUTICALS, INC. 8-K Report, Corporate Update (Apr 20, 2018)

Filed April 20, 2018For Securities:ALNY

Summary

Alnylam Pharmaceuticals, Inc. (ALNY) announced on April 18, 2018, a comprehensive settlement agreement with Dicerna Pharmaceuticals, Inc. that resolves all ongoing litigation between the two companies. This agreement brings an end to significant legal disputes that could have had material financial and operational impacts on Alnylam. Key terms of the settlement include a substantial financial recovery for Alnylam, consisting of $25.0 million in total. This comprises an upfront cash payment, a significant investment in Dicerna's common stock, and a deferred payment contingent on Dicerna's future partnership revenues, payable within four years. Additionally, Dicerna will face restrictions on its development activities related to specific RNAi targets for a defined period, mitigating potential future competitive threats. The agreement does not involve any cross-licensing of intellectual property or admission of liability.

Key Highlights

  • 1Alnylam and Dicerna have settled all ongoing litigation, resolving disputes that were pending in both state and federal courts.
  • 2Alnylam will receive a total of $25.0 million from Dicerna as part of the settlement.
  • 3The $25.0 million settlement includes $2.0 million in upfront cash and $10.0 million in Dicerna common stock.
  • 4An additional $13.0 million is payable over the next four years, contingent on Dicerna's future partnership revenues related to Ga1NAc-conjugated RNAi research.
  • 5Dicerna will be restricted from developing therapeutics targeting a defined set of Alnylam's targets for 18 months to four years.
  • 6The settlement includes mutual releases and dismissal with prejudice of all claims and counterclaims.
  • 7The agreement explicitly states no admission of liability or wrongdoing by either company and no licensing of intellectual property.

Frequently Asked Questions

This settlement is significant as it resolves costly and potentially disruptive litigation, allowing Alnylam to focus on its core business operations and pipeline development without the uncertainty of legal battles. The financial recovery of $25.0 million also provides a positive boost to the company's balance sheet.

Alnylam will benefit financially through a $25.0 million settlement from Dicerna. This includes an immediate $2.0 million cash payment and $10.0 million in Dicerna stock, with a potential additional $13.0 million over the next four years tied to Dicerna's future revenue generation from specific partnerships.

The agreement mitigates some future risks by restricting Dicerna's development activities related to a defined set of Alnylam's targets for up to four years. This aims to prevent Dicerna from directly competing in certain therapeutic areas where Alnylam has strategic interests.

No, the settlement explicitly states that it does not include any license to Alnylam's GalNAc conjugate intellectual property or any other intellectual property from either party. This means Alnylam retains full control and rights over its proprietary technologies.