8-KMaterial Agreements

AMGEN INC 8-K Report, Material Agreement (Apr 3, 2014)

Filed April 3, 2014For Securities:AMGN

Summary

Amgen Inc. (AMGN) has filed an 8-K report detailing a significant amendment to its Collaboration Agreement with Glaxo Group Limited (GSK) concerning the commercialization of denosumab for osteoporosis indications. Effective April 1, 2014, the parties entered into a Termination and Transition Agreement that largely terminates the existing collaboration, with Amgen regaining full commercialization rights for denosumab in most territories, excluding Australia. This strategic shift will see commercial activities transition back to Amgen by the end of 2014. In exchange for these rights, Amgen will make payments totaling $275 million to GSK, plus $15 million in reimbursement for transition costs. Importantly, this agreement does not affect the separate Expansion Agreement between Amgen and GSK for denosumab for all indications in other territories, which remains in full effect.

Key Highlights

  • 1Amgen is terminating its collaboration with GSK for denosumab (osteoporosis indications) in most territories, effective April 1, 2014.
  • 2Amgen will regain full commercialization rights for denosumab (osteoporosis indications) in regions including the EU, Switzerland, Norway, Russia, and Mexico.
  • 3The transition of commercial activities back to Amgen is expected to be completed by December 31, 2014.
  • 4Amgen will pay GSK an initial payment and specific milestones totaling $275 million as consideration for the termination.
  • 5Amgen will also reimburse GSK $15 million for transition-related costs.
  • 6The separate Expansion Agreement for denosumab for all indications remains in full effect.
  • 7This move indicates Amgen's strategy to centralize control over the commercialization of its key osteoporosis drug in major markets.

Frequently Asked Questions