Paragon Therapeutics Granted Spyre Therapeutics An Exclusive License To Develop, Manufacture, And Commercialize Certain Antibodies And Products Targeting IL-23 For Irritable Bowel Disease, Paragon Will Receive $22M As Milestone Payments And Further Milestone Payment Of $2.5M Upon The First Dosing Of A Human Patient In A Phase 1 Trial-Filing

Under the terms of the SPY003 License Agreement, the Company is obligated to pay Paragon up to $22.0 million based on specific development, regulatory and clinical milestones for the first Company product to reach such milestones, including a $1.5 million fee for nomination of a development candidate, as applicable, and a further milestone payment of $2.5 million upon the first dosing of a human patient in a Phase 1 trial. In addition, the following summarizes other key terms of the SPY003 License Agreement:

• Paragon will provide the Company with an exclusive license in the field of IBD to its patents covering the related antibody, the method of use and its method of manufacture.
• Paragon will not conduct any new campaigns that generate anti-IL-23 monospecific antibodies in the field of IBD for at least 5 years.
• The Company will pay Paragon a low single-digit percentage royalty for single antibody products and a mid single-digit percentage royalty for products containing more than one antibody from Paragon.
• There is a royalty step-down of 1/3rd if there is no Paragon patent in effect during the royalty term.
• The royalty term ends on the later of (i) the last-to-expire licensed patent or Company patent directed to the manufacture, use or sale of a licensed antibody in the country at issue or (ii) 12 years from the date of first sale of a Company product.
• Agreement may be terminated on 60 days' notice by the Company; on material breach without cure; and to the extent permitted by law, on a party's insolvency or bankruptcy.