Nuvation Bio Inc. 8-K

What Happened

• Nuvation Bio Inc. announced on Jan. 11, 2026 that it entered into a License and Collaboration Agreement with Eisai Co., Ltd. granting Eisai an exclusive license to develop and commercialize taletrectinib in a broad Territory (including the EU, UK, much of Europe, Middle East/North Africa, Australia, New Zealand, Canada, India and parts of Asia-Pacific). The company filed the agreement in an 8-K on Jan. 12, 2026 and furnished related press releases and a corporate presentation.
• The deal includes an upfront payment of €50 million, a near-term regulatory milestone of €25 million, up to €120 million of aggregate sales milestones, and tiered royalties in the low- to high-teens on annual net sales (subject to customary reductions). The license converts to non-exclusive, royalty-free, fully paid, perpetual rights for a product after the applicable royalty term expires.

Key Details

• Agreement date: January 11, 2026; 8-K filed January 12, 2026.
• Upfront cash: €50 million; near-term regulatory milestone: €25 million; potential sales milestones: up to €120 million (aggregate).
• Royalties: tiered rates in the low- to high-teens on annual net sales, subject to customary reductions.
• Territory: EU and member states, many European countries, United Kingdom, Russia, Turkey, much of Middle East/North Africa, Australia, New Zealand, Canada, India and several Asia-Pacific countries.
• Termination/conditions: Eisai may terminate for specified safety, regulatory or patent invalidation grounds; either party may terminate for material breach or insolvency. Upon expiration of the royalty term for a product, the license becomes non-exclusive and royalty-free.

Why It Matters

• The transaction provides Nuvation with immediate non-dilutive cash (€50M upfront) plus near-term and potential future milestone and royalty revenue streams, which can strengthen the company’s financial position without issuing equity.
• Partnering with Eisai shifts responsibility for development and commercialization in the large specified Territory to a major global pharmaceutical company, which may accelerate product reach but also transfers certain commercial upside and control.
• Investors should note that milestone and royalty payments are contingent on future regulatory and commercial outcomes; the company also disclosed a Jan. 12, 2026 press release with preliminary, unaudited cash/cash equivalents and marketable securities and preliminary net product revenue for IBTROZI (details furnished as exhibits to the 8-K).