UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On September 29, 2020, Quanterix Corporation (“Quanterix” or the “Company”) entered into a Non-Exclusive License Agreement (the “License Agreement”) with Abbott Laboratories (“Abbott”). Pursuant to the terms of the License Agreement, Quanterix granted Abbott a non-exclusive, worldwide, royalty-bearing license, without the right to sublicense, under the Company’s bead-based single molecule detection patents (“Licensed Patents”) in the field of in vitro diagnostics. Abbott has agreed to pay the Company an initial license fee of $10.0 million in connection with the execution of the License Agreement. Abbott has also agreed to pay the Company milestone fees subject to the achievement by Abbott of certain development, regulatory and commercialization milestones and low single digit royalties on net sales of licensed products.
The License Agreement includes customary representations and warranties, covenants and indemnification obligations for a transaction of this nature. The License Agreement became effective upon signing and will continue until expiration of the last-to-expire Licensed Patent, or the agreement is earlier terminated. Under the terms of the License Agreement, Quanterix and Abbott each have the right to terminate the agreement for uncured material breach by, or insolvency of, the other party. Abbott may also terminate the License Agreement at any time without cause upon sixty (60) days’ notice.
The above description of the License Agreement is a summary of the material terms, does not purport to be complete, and is qualified in its entirety by reference to the License Agreement, which is filed as exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 8.01 | Other Events. |
On October 5, 2020, Quanterix issued a press release announcing the License Agreement. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 10.1* | Non-Exclusive License Agreement, dated September 29, 2020, by and between Abbott Laboratories and Quanterix Corporation. |
| 99.1 | Press Release dated October 5, 2020. |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
| * | Certain confidential portions of this exhibit have been omitted and replaced with “[***]”. Such identified information has been excluded from this exhibit because it is (i) not material and (ii) would likely cause competitive harm to the company if disclosed. |
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 thereunto duly authorized.
| QUANTERIX CORPORATION | ||
| By: | /s/ Amol Chaubal | |
| Amol Chaubal | ||
| Chief Financial Officer | ||
Date: October 5, 2020