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Agreements

Date: 2015-01-29

Type of information: Commercialisation agreement

Compound: MosaiQ™ platform

Company: Quotient (Jersey) Ortho Clinical Diagnostics, a J&J company (USA - NJ)

Therapeutic area: Technology - Services - Diagnostic - Transfusion

Type agreement:

commercialisation

distribution

Action mechanism:

diagnostic test. MosaiQ™ has been designed to offer a breadth of diagnostic tests on a single multiplex consumable that is unmatched by any commercially marketed transfusion diagnostic instrument platform, including comprehensive antigen phenotyping and antibody identification for all samples tested. Time to result using MosaiQ™ will be equivalent to or significantly quicker than existing blood grouping methods. With this capability, adoption of MosaiQ™ should lead to improved patient outcomes by allowing for more comprehensive matching of donor and patient blood. MosaiQ™ will also represent a highly cost-effective solution for donor and patient testing organizations worldwide.

Disease: transfusion diagnostic

Details:

* On January 29, 2015, Quotient Limited, a commercial-stage diagnostics company, and Ortho-Clinical Diagnostics,  a global market leader in transfusion diagnostics, announced that they are entering into a broad strategic collaboration to sell and distribute Quotient’s MosaiQ™ platform within the $2.8 billion global transfusion diagnostics market. Under the terms of an exclusive Distribution and Supply Agreement, Quotient retains all rights to commercialize MosaiQ™ in North America, the European Union and certain Asia-Pacific territories (excluding Japan) for the donor testing market, while OCD has acquired exclusive rights to sell and distribute MosaiQ™ for the global patient testing market (for blood grouping) and the donor testing market in territories not covered by Quotient (for blood grouping and serological disease screening). Quotient will be responsible for the manufacture of all products (instruments, consumables and ancillary products) associated with MosaiQ™ and has retained all other commercial rights to MosaiQ™ with OCD receiving a right of first offer where Quotient decides to commercialize MosaiQ™ with a third party for an application other than blood grouping. Quotient has retained all rights and intellectual property related to the development and manufacture of MosaiQ™ consumables, which it will supply at its own cost to OCD. Under the D&S Agreement, the transfer price for MosaiQ™ consumables supplied to OCD by Quotient will increase as a percentage of net sales, subject to the achievement of agreed-upon revenue targets. In addition, a basis for calculating minimum transfer prices has also been agreed. Quotient and OCD have also agreed to explore opportunities to develop and commercialize MosaiQ™ in other diagnostics applications outside of blood grouping and serological disease screening, utilizing the combined knowledge and expertise of both parties. UBS Investment Bank acted as financial advisor to Quotient.

Financial terms:

In connection with the transaction, OCD has subscribed (through an affiliate) for 444,445 new Quotient Ordinary shares at an issue price of $22.50 per new Ordinary share, raising $10 million of equity proceeds, and $15 million of 7% redeemable preference shares (the “Preference Shares”). Following the transaction, OCD will own approximately 2% of Quotient’s fully diluted ordinary share capital. Quotient will also be entitled to receive payments totaling $59 million upon the achievement of specified regulatory approvals and commercial milestones, which primarily relate to the approval and launch of MosaiQ™ in the U.S. and the European Union for blood grouping.

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