UroGen Pharma Acquires IconOVir’s Assets in Definitive Agreement

In a recent development, UroGen Pharma Ltd. (NASDAQ: URGN), a specialist in the field of urology, along with UroGen Pharma Inc. (the “Purchaser”) announced their acquisition of specific assets from IconOVir Bio Inc., under a definitive Asset Purchase Agreement concluded on February 14, 2025. The terms of the Agreement allowed the Purchaser to acquire and take over certain Transferred Assets.

The transfer included the product candidate ICVB-1042 and various other assets relating to intellectual property rights, contracts, regulatory applications, submissions, and relevant registrations along with the corresponding related data. This acquisition also required the Purchaser to shoulder certain liabilities and obligations that were earlier IconOVir’s obligations under their acquired contracts.

In return for the Transferred Assets, on the Closing Date, the Purchaser was required to provide several considerations to IconOVir. Following the terms of the agreement, the Company issued 374,843 of its ordinary shares valued at $4.0 million to IconOVir. Additionally, UroGen Pharma Inc. agreed to pay a one-off lump sum of $15.0 million upon achieving an aggregate worldwide net sales milestone for any and all products, including ICVB-1042 based combination products.

The terms further stipulated a low, single-digit royalty percentage based on the annual worldwide net sales of ICVB Products, subject to certain reductions as outlined in the agreement document. Furthermore, the Purchaser also agreed to shoulder some non-material liabilities pertaining to the contracts they acquired.

The agreement also compelled the Company to actively use its commercially plausible efforts to develop and commercialize an ICVB product until the 10th anniversary of the Closing Date or until the first commercial sale of any ICVB Product in any jurisdiction, whichever is earlier.

Entities affiliated with Dr. Arie Belldegrun, the Chairman of the Company’s Board of Directors, hold promissory notes of IconOVir that could potentially entitle them to receive about 28.3% of the Purchase Price paid to IconOVir upon conclusion of the agreement.

The offering and sale of the Company’s shares were made in accordance with the exemption rule under Section 4(a)(2) of the Securities Act of 1933, permitting an exemption for the offering and sale of the Company Shares. The representation of IconOVir as an ‘accredited investor’, further supported this exemption. They have expressed to hold the Company Shares for their investment purposes and have no intention of distributing or selling any Company Shares in violation of any applicable law or federal securities laws.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read UroGen Pharma’s 8K filing here.

UroGen Pharma Company Profile

UroGen Pharma Ltd., a biotechnology company, engages in the development and commercialization of solutions for urothelial and specialty cancers. It offers RTGel, a novel proprietary polymeric biocompatible, reverse thermal gelation hydrogel technology to improve therapeutic profiles of existing drugs; and Jelmyto for pyelocalyceal solution.