UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 23, 2014
Five Prime Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36070 | 26-0038620 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
| Two Corporate Drive South San Francisco, California |
94080 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (415) 365-5600
(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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events
On October 23, 2014, Five Prime Therapeutics, Inc. issued a press release announcing an expansion of its respiratory diseases research collaboration with Glaxo Group Limited.
A copy of the press release is filed herewith as Exhibit 99.1 and the information contained therein is incorporated by reference into this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated October 23, 2014. | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Five Prime Therapeutics, Inc. | ||
| By: | /s/ Francis Sarena | |
| Francis Sarena | ||
| Senior Vice President, General Counsel & Secretary | ||
Dated: October 23, 2014
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EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated October 23, 2014. | |
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Exhibit 99.1
Five Prime Therapeutics Announces Expansion of Respiratory Diseases Research
Collaboration and License Agreement with GlaxoSmithKline
SOUTH SAN FRANCISCO, Calif., Oct. 23, 2014, (GLOBE NEWSWIRE) — Five Prime Therapeutics, Inc. (Nasdaq:FPRX), today announced an expansion of its respiratory diseases research collaboration with Glaxo Group Limited (GSK) that was established in 2012 to identify first-in-class agents and new mechanisms for the treatment of refractory asthma and chronic obstructive pulmonary disease (COPD). The scope of the collaboration was increased in April 2014 to include two additional respiratory disease discovery programs for a six-month evaluation period, and GSK has now determined to continue these two discovery programs for an additional 18 months.
“We are pleased to expand this highly collaborative discovery alliance with Five Prime to discover new targets and medicines in these important areas of respiratory disease,” said Edith Hessel, Vice President, Head of the Refractory Respiratory Inflammation Discovery Performance Unit (DPU) at GSK. “We are hopeful this will lead to novel targets and eventually new therapies that will benefit those patients in need of better treatment options.”
“GSK’s decision to expand our collaboration speaks to the strength and versatility of our protein discovery platform to identify novel targets in a wide range of major diseases,” said Aron Knickerbocker, senior vice president and chief business officer of Five Prime. “GSK is a leader in the discovery, development and commercialization of drugs for respiratory diseases and thus they are an ideal partner to have in this area of research.”
Five Prime will receive $2 million in research funding for this expansion, $0.5 million of which Five Prime has already received. In the event that GSK licenses a target discovered by Five Prime in the collaboration, Five Prime would also be eligible to receive up to $193.8 million in potential option exercise fees and milestone payments, as well as tiered royalties on global net sales for each product resulting from a selected drug target.
About Five Prime
Five Prime Therapeutics, Inc. discovers and develops innovative therapeutics to improve the lives of patients with serious diseases. Five Prime’s comprehensive discovery platform, which encompasses virtually every medically relevant extracellular protein, positions it to explore pathways in cancer, inflammation and their intersection in cancer immunotherapy, an area of oncology with significant therapeutic potential and a growing focus of the company’s R&D activities. Five Prime has entered into strategic collaborations with leading global pharmaceutical companies and has promising product candidates in clinical and late preclinical development. For more information, please visit www.fiveprime.com.
Cautionary Note on Forward-looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on Five Prime’s expectations and assumptions as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from these forward-looking statements. Forward-looking statements contained in this press release include statements regarding Five Prime’s potential receipt of research funding, option exercise fees, milestone payments and royalties. Factors that may cause actual results to differ from those expressed or implied in the forward-looking statements in this press release are discussed in Five Prime’s filings with the U.S. Securities and Exchange Commission, including the “Risk Factors” contained therein. Except as required by law, Five Prime assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available.
CONTACT: Amy Kendall,
Corporate Communications
415-365-5776
amy.kendall@fiveprime.com