8-KMaterial AgreementsOther EventsExhibits & Filings

GILEAD SCIENCES, INC. 8-K Report, Material Agreement (Dec 13, 2007)

Filed December 13, 2007For Securities:GILD

Summary

This 8-K filing from Gilead Sciences, Inc. (GILD) reports the execution of a Material Definitive Agreement, specifically a Commercialization Agreement with Bristol-Myers Squibb Company (BMS) dated December 10, 2007. This agreement outlines the terms for co-commercializing ATRIPLA® (efavirenz/emtricitabine/tenofovir disoproxil fumarate) in the European Union and other specified European territories. The co-commercialization plan involves both Gilead and BMS marketing and promoting ATRIPLA, with specific arrangements for sole promotion in certain countries and potential use of third-party distributors. Gilead will coordinate manufacturing and distribution logistics, while sales responsibilities will be divided per country. The agreement stipulates a revenue and expense sharing model based on the net sales of Truvada® and efavirenz, respectively, and will remain in effect until the expiration of the last patent providing market exclusivity for ATRIPLA in the European Territory.

Key Highlights

  • 1Gilead Sciences entered into a Commercialization Agreement with Bristol-Myers Squibb (BMS) on December 10, 2007.
  • 2The agreement focuses on the co-commercialization of ATRIPLA® in the European Union, Norway, Iceland, Switzerland, and Liechtenstein.
  • 3Both Gilead and BMS will generally have the right to market and promote ATRIPLA in the designated European Territory.
  • 4In specific countries, one party may act as the sole promoter until the other establishes a sufficient presence.
  • 5Gilead will be responsible for manufacturing coordination and distribution logistics for ATRIPLA.
  • 6Revenues and out-of-pocket expenses will be shared proportionally based on the net sales prices of Truvada® (for Gilead) and efavirenz (for BMS).
  • 7The agreement's duration is tied to the expiration of the last patent granting market exclusivity for ATRIPLA in the European Territory.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report Gilead Sciences' execution of a Material Definitive Agreement, specifically a Commercialization Agreement with Bristol-Myers Squibb (BMS) concerning the co-commercialization of ATRIPLA® in European markets.

ATRIPLA® is a combination therapy including efavirenz, emtricitabine, and tenofovir disoproxil fumarate. It will be commercialized in the European Union, Norway, Iceland, Switzerland, and Liechtenstein, pending approvals from the European Medicines Agency (EMEA).

Gilead and BMS will generally share revenues and out-of-pocket expenses in proportion to the net sales prices of Truvada® (for Gilead) and efavirenz (for BMS), respectively.

The Commercialization Agreement will remain in effect until the expiration of the last patent that provides market exclusivity for ATRIPLA® in the European Territory.