As previously announced, on March 8, 2023, MacroGenics, Inc. (the "Company") entered into a Purchase and Sale Agreement (the "Royalty Purchase Agreement") with DRI Healthcare Acquisitions LP ("DRI"), a wholly owned subsidiary of DRI Healthcare Trust, for the sale to DRI of the Company’s single-digit royalty interest on global net sales of TZIELD (teplizumab-mzwv) (the "Royalty Interest") under the Company’s Asset Purchase Agreement dated May 7, 2018, as amended (the "Asset Purchase Agreement"), with Provention Bio, Inc. ("Provention Bio") (Filing, 8-K, MacroGenics, SEP 22, 2023, View Source [SID1234635337]). The Company retained its other economic interests related to TZIELD, including future potential regulatory and commercial milestones.
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Further, as previously disclosed, on April 27, 2023, the Company entered into an agreement (the "Tripartite Agreement") with DRI and Aventis, Inc. ("Aventis"), a subsidiary of Sanofi S.A. ("Sanofi"), whereby the Company consented to the sale of the Royalty Interest and certain related milestone payment obligations under the Royalty Purchase Agreement to Aventis. The Tripartite Agreement eliminated the Company’s obligation to deliver payments to DRI related to the Royalty Interest and all of the Company’s other obligations under the Royalty Purchase Agreement. The Royalty Interest will be paid directly to Aventis by Provention Bio.
The Company is also eligible to receive a $50.0 million milestone payment if TZIELD achieves a certain level of net sales (the "Sales Milestone Payment") under the Asset Purchase Agreement. In addition the Company remains eligible to receive a 50% share of the royalty on global net sales of TZIELD above a certain annual threshold.
On September 19, 2023, the Company and Provention Bio entered into an amendment of the Asset Purchase Agreement (the "Asset Purchase Agreement Amendment") to incorporate the Sales Milestone Payment obligation from the Royalty Purchase Agreement, along with a guaranty of such obligation by Sanofi and to eliminate any obligation for Provention Bio to pay the Royalty Interest to the Company.
On September 19, 2023, the Company and Aventis concurrently entered into a Mutual Termination Agreement terminating the Royalty Purchase Agreement.
The foregoing summary of the Asset Purchase Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Asset Purchase Agreement Amendment, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2023.