Subsequent Events

9 Months Ended

Sep. 30, 2019

Subsequent Events [Abstract]

Subsequent Events

13. Subsequent Events

On October 4, 2019, we entered into a license agreement, or the Pfizer License Agreement, with Pfizer Inc., or Pfizer, for the development and commercialization of AKCEA-ANGPTL3-L_Rx. In addition to customary closing conditions, consummation of the transaction contemplated by the Pfizer License Agreement is currently subject to obtaining clearance required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.

Under the terms of the Pfizer License Agreement, we granted Pfizer an exclusive license, with the right to grant certain sublicenses, to develop, manufacture, commercialize and otherwise exploit AKCEA-ANGPTL3-L_Rx worldwide. We have the right, at our option, to participate in commercialization activities with Pfizer in the U.S. and certain additional markets. At closing, as payment for the grant of rights to Pfizer under the Pfizer License Agreement, Pfizer will pay us a $250 million upfront license fee, which will be split equally with Ionis in accordance with the Cardiometabolic License Agreement with Ionis dated December 18, 2015. We will settle its $125 million obligation to Ionis through the issuance of shares of our common stock. In addition, we are eligible to receive up to $1.3 billion in milestone payments, including up to $205.0 million for the achievement of  development milestones, up to $250.0 million for the achievement of regulatory milestones and up to $850.0 million for the achievement of commercialization milestones. We are also eligible to receive tiered, double digit royalties in the mid-teens to low twenty percent range on net sales of AKCEA-ANGPTL3-L_Rx, and Pfizer will reduce these royalties upon the expiration of certain patents or if a generic competitor negatively impacts the product in a specific country. The royalty payments are subject to certain other reductions in certain circumstances as set forth in the Agreement. We will pay 50% of license fees, milestone payments and royalties under this agreement to Ionis as a sublicense fee.

The Pfizer License Agreement continues until the expiration of the last-to-expire royalty term with respect to all AKCEA-ANGPTL3-L_Rx products worldwide. Prior to the first commercial sale of AKCEA-ANGPTL3-L_Rx in the U.S., either party may terminate the Pfizer License Agreement on written notice to the other party if the other party is in material breach of its obligations thereunder and has not cured such breach within 30 days after notice in the case of a payment breach or 90 days after notice in the case of any other breach. In addition, at any time following payment by Pfizer of the upfront license fee, Pfizer may terminate the Pfizer License Agreement for convenience by providing 90 days written notice to us.

In October 2019, PTC Therapeutics received approval for TEGSEDI in Brazil. As a result of the approval, we will receive a $4.0 million payment from PTC Therapeutics, of which we will pay Ionis $2.4 million as a sublicense fee related to the Cardiometabolic License Agreement.