Current Report Filing (8-k)
July 16 2020 - 4:06PM
Edgar (US Regulatory)
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): July 14, 2020
Protara
Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-36694
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20-4580525
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(State
or other jurisdiction
of incorporation)
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(Commission
File No.)
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(IRS
Employer
Identification No.)
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1
Little West 12th Street
New
York, NY
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10014
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (646) 844-0337
N/A
(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:
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share
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TARA
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The Nasdaq Capital Market
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
1.01. Entry into a Material Definitive Agreement.
On
July 14, 2020, Protara Therapeutics, Inc. (the “Company”) and Chugai Pharmaceutical Co., LTD (“Chugai”)
entered into an Amendment (the “Amendment”) to that certain Agreement (the “Agreement”) entered into by
and between ArTara Subsidiary, Inc. (previously known as ArTara Therapeutics, Inc., “Subsidiary”), a wholly owned
subsidiary of the Company, and Chugai, dated as of June 17, 2019 (the “Original Effective Date”). The Amendment is
effective as of June 30, 2020 (the “Amendment Effective Date”) and provides that all rights and obligations of Subsidiary
arising out of the Agreement on and after the Amendment Effective date have been assigned, delegated and transferred to the Company.
As
previously disclosed, Chugai has developed and commercialized a therapeutic product, OK-432 (the “Existing Product”),
in Japan and Taiwan (the “Chugai Territory”), and owns and controls certain materials and documents related to the
Existing Product (the “Chugai Materials”). Pursuant to the Agreement, Chugai agreed to provide Subsidiary with certain
materials and documents relating to the Existing Product and to provide certain technical services to Subsidiary for Subsidiary’s
development and commercialization in territories other than the Chugai Territory (the “Company Territory”) of a new
therapeutic product (the “New Product”) comparable to the Existing Product.
The
Amendment, among other things:
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●
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extended
the date through which Chugai will exclusively provide the Existing Product and Chugai
Materials to the Company from June 30, 2020 to June 30, 2021;
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●
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extended
the date through which Chugai will not provide Chugai Materials or technical support
to any third party for the purpose of development and commercialization in the Company
Territory of a therapeutic product comparable to the Existing Product from the fifth
anniversary of the Original Effective Date to the eleventh anniversary of the Original
Effective Date (the “Restricted Period”), which Restricted Period could be
extended under certain circumstances;
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●
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provides
that the Restricted Period will automatically terminate in connection with termination
of the Agreement by Chugai due to the Company’s material breach, default, insolvency
or Change of Control (as defined in the Agreement);
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●
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provides
that, if comparability between the Existing Product and New Product is established and
accepted by the United States Food and Drug Administration, Chugai will designate the
Company as custodian of a designated sample of the OK-432 cell line; and
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●
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in
addition to the consideration provided for in the Agreement, the Company will pay Chugai
a designated fee for each Additional Indication Approval (as defined in the Amendment).
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Except
as modified by the Amendment, all terms and conditions of the Agreement remain in full force and effect. The foregoing summary
is not complete and is qualified in its entirety by reference to the Amendment, which will be filed as an exhibit to the Company’s
Quarterly Report on Form 10-Q for the quarter ending September 30, 2020.
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.
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Protara Therapeutics, Inc.
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Dated: July 16, 2020
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By:
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/s/
Blaine Davis
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Blaine Davis
Chief Financial Officer
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2
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