Company Overview
| Company Name |
GLOBEIMMUNE INC |
| Company Address |
1450 INFINITE DRIVE
LOUISVILLE, CO 80027 |
| Company Phone |
3036252744 |
| Company Website |
www.globeimmune.com |
| CEO |
Timothy C. Rodell |
| Employees (as of 6/30/2012) |
36 |
| State of Inc |
DE |
| Fiscal Year End |
12/31 |
| Status |
Filed (7/2/2012) |
| Proposed Symbol |
GBIM |
| Exchange |
Nasdaq National Market |
| Share Price |
11.00-13.00 |
| Shares Offered |
5,000,000 |
| Offer Amount |
$74,750,000.00 |
| Total Expenses |
$2,700,000.00 |
| Shares Over Alloted |
750,000 |
| Shareholder Shares Offered |
-- |
| Shares Outstanding |
17,232,376 |
| Lockup Period (days) |
180 |
| Lockup Expiration |
-- |
| Quiet Period Expiration |
-- |
| CIK |
0001245104 |
We estimate that the net proceeds from our issuance and sale of 5,000,000
shares of common stock in this offering will be approximately $53.7 million
(or approximately $62.0 million if the underwriters’ over-allotment option is
exercised in full), assuming an initial public offering price of $12.00 per
share, which is the midpoint of the price range listed on the cover page of
this prospectus, and after deducting underwriting discounts and commissions and
estimated offering expenses payable by us.
Each $1.00 increase (decrease) in the assumed initial public offering price of
$12.00 per share would increase (decrease) our net proceeds from this offering
by approximately $4.7 million, assuming that the number of shares offered by
us, as set forth on the cover page of this prospectus, remains the same and
after deducting the underwriting discounts and commissions and estimated
offering expenses payable by us. Similarly, each increase (decrease) of one
million shares in the number of shares of common stock offered by us would
increase (decrease) our net proceeds from this offering by approximately $11.2
million, assuming that the assumed initial public offering price remains the
same, and after deducting the underwriting discounts and commissions and
estimated offering expenses payable by us.
The principal purposes of this offering are to obtain additional capital to
support our operations, to create a public market for our common stock and to
facilitate our future access to the public equity markets. We currently expect
to use the net proceeds of this offering as follows:
• approximately $12 million to advance one of our preclinical infectious
disease product candidates through a Phase 2 clinical trial;
• approximately $10 million to fund the external costs of the initial
Phase 2 portion of our planned Phase 2/3 clinical trial for GI-4000 in
pancreas cancer;
• approximately $3 million to prepare our manufacturing facility and
process for commercial-scale production of Tarmogens;
• approximately $1 million to support external costs of manufacturing for
our trials for GI-4000, GI-6207 and GI-6301; and
• the remainder for working capital and other general corporate purposes,
including hiring of additional personnel and expenses associated with
being a public company.
Although it is difficult to predict future liquidity requirements, we believe
that the net proceeds from this offering, together with our existing cash and
cash equivalents and contingent, future milestone payments under our
collaboration agreements, will allow us to fund our operations into 2015. This
expected use of net proceeds from this offering represents our intention based
upon our current plans and business conditions. The amounts and timing of our
actual expenditures depend on numerous factors, including the ongoing status
of, and results from, clinical trials and other studies, achievement of
milestones under our existing collaborations, any additional collaborations
that we may enter into with third parties for our product candidates and any
unforeseen cash needs. Changing circumstances may cause us to consume capital
significantly faster or slower than we currently anticipate or to alter our
operations. We have based these estimates on assumptions that may prove to be
wrong, and we could utilize our available financial resources sooner than we
currently expect. As a result, our management will retain broad discretion over
the allocation of the net proceeds from this offering.
Pending use of the proceeds from this offering, we intend to invest the
proceeds in a variety of capital preservation investments, including short-
term, interest-bearing investment grade securities, certificates of deposit or
government securities.
The biopharmaceutical industry is highly competitive. We face competition from
major pharmaceutical companies, specialty pharmaceutical companies and
biotechnology companies worldwide. Given the significant unmet medical need for
novel therapies to treat cancer and chronic infection, these are areas of
specialty for many companies, public and private universities and research
organizations that are actively engaged in the discovery and research and
development of products. As a result, there are and will likely continue to be
extensive research and substantial financial resources invested in the
discovery and development of new products to treat cancer and chronic
infection. We anticipate facing intense and increasing competition as new
products enter the market and advanced technologies become available. We expect
competition among products will be based on product efficacy and safety, the
timing and scope of regulatory approvals, availability of supply, marketing and
sales capabilities, reimbursement coverage, price and patent position.
In addition, there are numerous multinational pharmaceutical companies and
large biotechnology companies currently marketing or pursuing the development
of products or product candidates targeting the same indications as our product
candidates. Many of our competitors will have substantially greater financial,
technical and human resources. Accordingly, our competitors may be more
successful in developing or marketing products and technologies that are more
effective, safer or less costly. Additionally, our competitors may obtain
regulatory approval for their products more rapidly and may achieve more
widespread market acceptance.
Competing Immunotherapy Technologies
There are numerous immunotherapy products in clinical development, with over
215 targeting cancer, over 90 targeting infectious diseases and over 90
targeting chronic and other conditions. These products are generally based on
one of several different competing platform technologies. These include
peptide-based vaccines, whole autologous-cell based vaccines, whole allogeneic-
cell based vaccines, DNA vaccines, viral-vector based vaccines, tumor lysate
vaccines and dendritic cell vaccines. We are not aware of any other companies
specifically utilizing yeast vectors. However, as research progresses, it is
possible that competing approaches may prove superior to our Tarmogen
technology, as each approach has the potential to confer different advantages
and disadvantages based on its immunostimulatory mechanisms, formulation
characteristics, manufacturing requirements, and logistical demands.
There is only one FDA-approved therapeutic vaccine, Dendreon Corporation’s
sipuleucel-T, active cellular immunotherapy for the treatment of asymptomatic
or minimally symptomatic metastatic castrate resistant hormone refractory
prostate cancer. In addition, ipilimumab is an immunomodulatory product
marketed by Bristol-Myers Squibb Company for the treatment of patients with
late-stage melanoma. The cancer immunotherapy landscape is broad but still in
the earlier stages of development with several public biopharmaceutical
companies having clinical stage cancer immunotherapy products, including
Dendreon Corporation, Bristol-Myers Squibb Company, GlaxoSmithKline plc, Merck
& Co., Inc., NewLink Genetics Corporation, Merck KGaA and Sanofi. The
immunotherapy landscape for the treatment of chronic infection is equally
broad, with competing programs from large public biopharmaceutical companies
such as Intercell AG, Novartis International AG, Dynavax Technologies
Corporation, Transgene S.A., and Emergent BioSolutions Inc.
GI-4000
GI-4000 is the only late-stage product candidate targeting Ras mutated cancer.
There are several marketed products indicated for pancreas cancer, including
Astellas Pharma Inc.’s erlotinib, Teva Pharmaceutical Industries Limited’s
streptozocin, and gemcitabine, fluorouracil, or 5-FU, and mitomycin, which are
marketed by several generic pharmaceutical firms. In addition, there are
multiple companies or institutions conducting clinical trials of immunotherapy
products in pancreas cancer, including NCI, Bavarian Nordic, NewLink Genetics
Corporation, Aduro BioTech Inc., Sidney Kimmel Comprehensive Cancer Center,
Providence Health & Services, Duke University, Advantagene, Inc. and AlphaVax,
Inc.
There are numerous marketed therapeutics indicated for NSCLC, including Roche
Holding AG’s bevacizumab, Eli Lilly’s pemetrexed, Astellas Pharma’s erlotinib
and AstraZeneca PLC’s gefitinib, as well as generically available gemcitabine,
platinum-based chemotherapeutics (cisplatin, oxaliplatin and carboplatin) and
mitotic inhibitors (paclitaxel and vinorelbine), which are marketed by several
generic pharmaceutical firms. In addition, there are multiple companies or
institutions with clinical trials of immunotherapy products in lung cancer,
including Merck KGaA, NCI, Duke University, Innogene Kalbiotech Pte. Ltd., H.
Lee Moffitt Cancer Center, University of Miami Sylvester Comprehensive Cancer
Center, Transgene S.A., Heat Biologics, AVAX Technologies, Inc., Agenus,
Laboratory Elea S.A.C.I.F., Roswell Park Cancer Institute, Baylor College of
Medicine, Institut Gustave Roussy, Celldex Therapeutics and Immunovative
Therapies, Ltd.
There are numerous marketed therapeutics indicated for colorectal cancer,
including Roche Holding AG’s bevacizumab, Bristol Myers-Squibb’s cetuximab, and
Amgen’s panitumumab, as well as irinotecan, oxaliplatin, leucovorin and 5-FU,
which are marketed by several generic pharmaceutical firms. In addition, there
are multiple companies or institutions with clinical trials of immunotherapy
products in colorectal cancer, including NCI, Instituto Cientifico y
Tecnological de Navara, Stanford University, Radboud University, University of
Michigan Cancer Center, AlphaVax Inc., Duke University, Immunovative Therapies
Ltd. and Ohio State University Comprehensive Cancer Center.
GI-6207
In April 2011, AstraZeneca’s vandetanib was the first FDA-approved treatment
for late-stage, or metastatic, MTC in adult patients who are ineligible for
resection. In addition, Exelixis has submitted an NDA for cabozantinib to treat
MTC. We believe there are no immunotherapy products in late stage clinical
development other than GI-6207 for MTC. There are companies or institutions
with clinical trials of immunotherapy products generally targeting CEA,
including Bavarian Nordic, NCI and Radboud University.
GI-6301
We believe there are no approved products targeting brachyury, and no
immunotherapy products in clinical development targeting brachyury other than
GI-6301.
GI-5005
There are several marketed therapeutics indicated for the treatment of chronic
HCV infection, including Roche Holding AG’s pegylated interferon 2a, Merck’s
pegylated interferon 2b and boceprevir, Vertex’s telaprevir, and ribavirin,
which is marketed by several generic pharmaceutical firms. In addition, there
are several companies or institutions with clinical trials of immunotherapy
products for the treatment of chronic HCV infection, including Intercell,
Novartis, Tripep, Inovio, Dynavax Technologies Corporation, Okairos, Transgene,
Gilead, Abbott, Bristol Myers-Squibb, Biolex and Achillion. The availability of
newly-approved and other investigational drugs for HCV may make it particularly
difficult to enroll clinical trials for our GI-5005 product candidate.
GI-13000
There are several marketed therapeutics indicated for the treatment of chronic
HBV infection, including Roche Holding AG’s pegylated interferon 2a, Gilead’s
tenofovir and adefovir, Bristol Myers-Squibb’s entecavir, Novartis’
telbivudine, and lamivudine, which is marketed by several generic
pharmaceutical firms. In addition, there are several companies or institutions
with clinical trials of immunotherapy products for the treatment of chronic HBV
infection, including Chongqing Jiachen Biotechnology, Emergent Biosolutions,
Shanghai Medical University, Dynavax Technologies Corporation, Institut
Pasteur, Pohang University of Science and Technology and Vaxine Pty. Ltd.
Company Description
We are a biopharmaceutical company focused on developing therapeutic products
for cancer and infectious diseases based on our proprietary Tarmogen® platform.
Tarmogens activate the immune system by stimulating a subset of white blood
cells called T cells that destroy infected or malignant cells
in contrast to
traditional vaccines, which predominately stimulate antibody production. We
have four Tarmogen product candidates in five ongoing clinical trials. Our
lead cancer product candidate, GI-4000, is being evaluated in combination with
gemcitabine in a fully-enrolled, placebo-controlled Phase 2b trial in resected
pancreas cancer. Our lead infectious disease product candidate, GI-5005, has
completed a randomized, active-control Phase 2b trial in chronic hepatitis C
virus, or HCV, infection. Collaborations with biopharmaceutical companies and
research institutions have allowed us to advance the development of our
Tarmogen product candidates while managing our own investment in these product
candidates. We have two strategic collaborations, one with Celgene Corporation
for all oncology product candidates and one with Gilead Sciences, Inc. for
chronic hepatitis B virus, or HBV, infection. We currently have no products
approved for commercial sale.
Our Tarmogen platform technology has characteristics that we believe will
enable us, in collaboration with our strategic collaborators and independently,
to develop and commercialize a portfolio of Tarmogen products. Highlights of
our Tarmogen technology include:
• Tarmogens activate the cellular immune response : Each Tarmogen consists
of intact, heat-inactivated yeast containing the target protein. The
cellular immune system has evolved to protect against yeast and fungal
infections, among other threats. As a result, we believe our data
demonstrate that immunization with a Tarmogen primarily results in
cellular immune responses against the target protein and reduction in
the number of abnormal cells containing the same target protein.
• Broad applicability : We have evaluated Tarmogens in both oncology
and infectious diseases in randomized, controlled Phase 2 clinical
trials. We have successfully created Tarmogens to express over 100
different proteins. In eight Phase 1 and 2 clinical trials, we have
treated more than 300 patients, including some who have received monthly
dosing for over four years, with a tolerability profile that we believe
will allow the Tarmogens to be added to other therapeutic regimens
without leading to additional toxicity.
• Proven preclinical development capability : We have advanced seven
Tarmogens from concept into human clinical trials in approximately 6 to
18 months.
• Efficient manufacturing : We manufacture Tarmogens through a process
that yields a stable, off-the-shelf product that is disease- or protein-
specific. We believe that the productivity of our manufacturing process
compares favorably to the productivity reported by other biotechnology
companies for their manufacturing processes. We have an approximately
22,000 square foot manufacturing facility that we believe has the
capacity and equipment for commercial-scale production of Tarmogens.
Tarmogens target the molecular profile that distinguishes a diseased cell from
a normal cell. We have designed Tarmogens to target specific antigens that play
a role in oncology and infectious diseases that represent unmet medical needs.
• GI-4000 targets cancers with Ras mutations. We estimate that Ras
mutations are found in approximately 180,000 new cancer cases each year
in the United States across a spectrum of tumor types, including
pancreas, non-small cell lung cancer, or NSCLC, colorectal, endometrial
and ovarian cancers, as well as melanoma and multiple myeloma. The
mutated Ras protein causes a normal cell to become malignant by altering
cell division pathways, resulting in uncontrolled proliferation of
malignant cells. Studies have shown that tumors with Ras mutations are
generally less responsive than tumors with normal Ras to conventional
chemotherapy as well as approved targeted agents. However, there are no
approved products that are specifically directed towards Ras mutations.
We are conducting a Phase 2b clinical trial for GI-4000 in resected
pancreas cancer patients in collaboration with Celgene. We also plan to
initiate a Phase 2/3 adaptive clinical trial in resected pancreas cancer
patients by the end of the second quarter of 2013, also in collaboration
with Celgene. We are also evaluating GI-4000 in two investigator-
sponsored Phase 2a clinical trials in NSCLC and colorectal cancer.
• GI-6207 targets carcinoembryonic antigen, or CEA, a protein that is over
-expressed in a large number of epithelial cancers, which we estimate
represent approximately 500,000 new cancer cases in the United States
each year. The National Cancer Institute, or NCI, has completed a Phase
1 clinical trial of GI-6207 and we plan to initiate in collaboration
with the NCI a Phase 2 clinical trial in patients with medullary thyroid
cancer tumors, or MTC, expressing human carcinoembryonic antigen by the
end of 2012.
• GI-6301 targets cancers expressing the brachyury protein, which plays a
role in metastatic progression of certain cancers. The NCI is currently
conducting a dose escalation Phase 1 trial of GI-6301 in patients with
advanced cancer, which we expect to be completed by the end of 2013.
• GI-5005 contains a fusion of two hepatitis C proteins, NS3 and Core,
which are highly conserved across HCV genotypes and are recognized by T
cells. The World Health Organization estimates that up to 170 million
people globally are infected with HCV, with three to four million new
infections each year. We believe that GI-5005 is the first therapeutic
vaccine to demonstrate a clinically meaningful outcome in patients with
a chronic infectious disease. We are evaluating the potential role of
GI-5005 in difficult-to-treat chronic HCV patients.
• GI-13020 is our Tarmogen being evaluated for the treatment of chronic
HBV infection. HBV is the most common liver infection and the major
cause of liver cancer worldwide. Globally, 350 million people have
chronic HBV infection. While approved anti-viral drugs can suppress the
virus, they rarely result in cures and must be taken indefinitely. Our
development strategy will be to combine GI-13020 with Gilead’s Viread,
an approved antiviral drug, to determine if the combination can reduce
or eliminate HBV infection. We plan to initiate a Phase 1a clinical
trial of GI-13020 for HBV infection in the first quarter of 2013 and
report the results from the trial in the second half of 2013. We expect
that Gilead will commence a Phase 1b/2a trial in HBV patients during the
second half of 2013.
We have generated clinical data in two randomized, controlled clinical trials
with Tarmogen product candidates.
GI-4000-02 is a fully-enrolled, Phase 2b randomized double-blind, active-
control multi-center study of 176 subjects with resected pancreas cancer. A
clinical trial is considered to have an active control when both groups in the
clinical trial receive the same standard medical treatment (usually a drug) in
addition to one group receiving the product candidate being studied. Thirty-
nine of these subjects had microscopic residual disease after surgery, or R1
subjects, and were randomized separately from the subjects with no microscopic
residual disease after surgery, or R0 subjects. Of the 39 R1 subjects, the 19
who were assigned to the GI-4000 plus gemcitabine group had a 2.6 month
advantage in median overall survival compared to the 20 R1 subjects assigned to
the placebo plus gemcitabine group (17.2 vs. 14.6 months). Further, in the 15
R1 subjects in the GI-4000 plus gemcitabine group who we were able to test for
an immune response, seven were identified as immune responders to mutated Ras
and had a 5.0 month advantage in median survival compared to the 20 R1 subjects
in the placebo plus gemcitabine group (19.6 vs. 14.6 months). Of the 12
placebo-treated subjects who we were able to test for an immune response, only
1 of 12 was identified as having an immune response to mutated Ras. The study
is also designed to assess GI-4000 in R0 subjects. In this trial, we observed
a safety profile for GI-4000 treated subjects consistent with the safety
profile that is generally observed in patients with early stage resected
pancreas cancer treated with gemcitabine alone, as determined by the Data
Safety Monitoring Board. This study was not intended to have enough subjects to
achieve statistical significance and the differences observed in survival and
occurrence were not statistically significant. We continue to monitor the
recurrence and mortality events in the 137 R0 subjects, and plan to conduct a
complete unblinded analysis in the R0 subgroup when sufficient deaths have
occurred to allow us to make meaningful conclusions, which we expect to occur
by the second quarter of 2013.
We plan to initiate a Phase 2/3 adaptive clinical trial evaluating GI-4000 plus
gemcitabine versus gemcitabine alone in R1 and R0 subjects with resected
pancreas cancer with Ras mutations by the end of the second quarter of 2013
after conducting a meeting with the FDA regarding the design of the trial in
the first quarter of 2013. In the Phase 2 portion of this trial, we plan to
enroll approximately 100 subjects in order to evaluate the predictive value of
proteomic testing and the potential treatment effect for recurrence free
survival at one year. Proteomic analysis is a testing method intended to
measure the levels of specific proteins in blood or other body fluid. If the
results from the initial group of subjects are supportive, an expansion to a
Phase 3 trial scale could be initiated based on pre-specified criteria for
potential registration and approval. The number of patients and parameters of
the Phase 3 portion of the trial will be determined by the results from the
Phase 2 portion of the trial and discussions with applicable regulatory
authorities.
In HCV, we have conducted a randomized, active-control 140-patient Phase 2b
clinical trial with GI-5005 plus pegylated-interferon and ribavirin, or
pegIFN/ribavirin, in patients with genotype 1 HCV, the most common type of HCV
in the United States. In 96 subjects who had not previously been treated, GI-
5005 demonstrated a 21% relative advantage in sustained virologic response at
24 weeks following completion of therapy; 58% of subjects who received GI-5005
plus pegIFN/ribavirin compared to 48% of subjects who received pegIFN/ribavirin
alone. Sustained virologic response is the inability to detect HCV in a
patient’s blood 24 weeks after discontinuation of therapy, or SVR24. The trial
also demonstrated a three-fold advantage in SVR24 in 37 subjects who previously
had received, but not responded to, interferon plus ribavirin therapy; 17% for
subjects who received GI-5005 plus pegIFN/ribavirin compared to 5% for subjects
who only received pegIFN/ribavirin. In this trial, we observed a safety profile
for GI-5005 treated subjects consistent with the safety profile that is
generally observed in patients with chronic HCV treated with pegIFN/ribavirin,
as determined by the Data Safety Monitoring Board. The trend observed in SVR24
did not achieve statistical significance. We expect to report additional data
from this trial in the fourth quarter of 2012 and the first quarter of 2013. We
believe that the GI-5005 HCV data demonstrate the potential value of the
Tarmogen platform for other chronic infectious diseases.
In May 2009, we entered into a worldwide strategic collaboration with Celgene
focused on the discovery, development and commercialization of product
candidates for the treatment of cancer and we received an initial $30 million
fee. Celgene also made a $10 million equity investment. We are responsible for
initial development of product candidates. Celgene has the option to license
each product candidate at specific development milestones and continue to
either fund our development or assume development responsibility. In July 2012,
we entered into an amendment to the Celgene collaboration pursuant to which we
agreed to extend Celgene’s right to exercise its program option for GI-4000
until after we deliver a report that includes specified data from the Phase 2
portion of a planned Phase 2/3 trial, including one year recurrence free
survival and the results of proteomic testing that we believe may identify
patients who will respond more favorably to GI-4000. In consideration for our
agreement to extend Celgene’s program option for GI-4000, Celgene agreed to
increase the future royalty rates to be paid to us on potential net product
sales. Celgene also agreed that in order for such amendment to be effective, it
must purchase $4.9 million of our equity securities by March 31, 2013. Celgene
has indicated an interest in purchasing an aggregate of approximately $4.9
million of shares of our common stock in this offering at the initial public
offering price in satisfaction of this requirement. Because indications of
interest are not binding agreements or commitments to purchase, the
underwriters may determine to sell more, less or no shares to Celgene in this
offering, or Celgene may determine to purchase more, less or no shares in this
offering. If certain development and regulatory milestones are achieved, we
would be eligible to receive up to $441 million in milestone payments, and if
products are commercialized, up to an additional $60 million of milestone
payments plus tiered royalties based on net sales of each licensed product
candidate.
In October 2011, we entered into a worldwide strategic collaboration with
Gilead to develop GI-13000 product candidates for chronic HBV infection under
which we received a $10 million upfront payment and Gilead also agreed to fund
a Phase 1a clinical trial of GI-13020. Gilead is responsible for all clinical
development beyond the Phase 1a clinical trial. We are eligible to receive
additional proceeds of up to $135 million in development and regulatory
milestones, and if products are commercialized, tiered royalties and up to $40
million of sales milestone payments based on net sales of the licensed product
candidates.
We are party to a Restated Intellectual Property License Agreement, or the CU
Agreement, with The Regents of the University of Colorado, or CU. The CU
Agreement granted to us an exclusive, worldwide, sublicenseable license under
specified CU patent rights relating to yeast-based immunotherapy, to make, use
and sell products and processes that are covered by such patent rights. The CU
Agreement also granted to us an option to obtain rights to any future
inventions or discoveries created or developed at CU by one or more of the
original inventors of the licensed CU patents. We also are obligated to pay CU
royalties on net revenues from our and our sublicensee’s sale of any
commercialized licensed product or process, and certain other payments.
We are party to a Field-of-Use Non-Exclusive License Agreement, or the WRF
Agreement, with Washington Research Foundation, or WRF. The WRF Agreement
granted to us a non-exclusive license in the U.S. and certain other countries
relating to WRF’s recombinant yeast expression technology. In consideration of
such license grant, we are obligated to pay to WRF specified license fees,
annual license maintenance fees, annual sublicense fees, a milestone payment if
a certain development milestone is met, and royalties as a percentage of net
sales of a licensed product by us, an affiliate or a sublicensee.
We are party to a Cooperative Research and Development Agreement, or CRADA,
with NCI. Under the CRADA, the parties will jointly develop products intended
to treat a variety of cancers, through collaborative research and development
activities set forth in a research plan. We will utilize our proprietary
Tarmogen technology to develop multiple immunotherapy products expressing
various cancer antigens provided by the NCI, and the NCI will conduct and fund
preclinical and early clinical development of the product candidates.
We are party to a Patent License Agreement, or the PHS Agreement, with the U.S.
Public Health Service, or PHS. Under the PHS Agreement, we are granted a
worldwide exclusive license under certain PHS patent rights to develop and
commercialize licensed products and licensed processes for oncology indications
related to over-expressed CEA. In consideration of our license under the PHS
Agreement, we have agreed to pay to PHS certain royalties, including as a
percentage of net sales of any licensed products or licensed processes.
We are also party to three other Patent License Agreements, or the Additional
PHS Agreements, with PHS. Under the Additional PHS Agreements, we are granted
worldwide exclusive licenses under certain PHS patent rights covering “subject
inventions” that arose under the CRADA between us and NCI. In consideration of
our licenses under the Additional PHS Agreements, we have agreed to pay to PHS
certain royalties, including as a percentage of net sales of any licensed
products or licensed processes.
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We were incorporated as Ceres Pharmaceuticals, Ltd. in Colorado on February 10,
1995. We changed our name to GlobeImmune, Inc. on May 26, 2001, and
reincorporated in Delaware on June 5, 2002. Our principal executive offices are
located at 1450 Infinite Drive, Louisville, CO 80027, and our telephone number
is (303) 625-2700. Our website address is www.globeimmune.com.