Entry into a Material Definitive Agreement

On March 11, 2019, Idera Pharmaceuticals, Inc. (the "Company") reported that from this date they entered into a clinical trial collaboration and supply agreement (the "Collaboration and Supply Agreement") with Bristol-Myers Squibb Company ("BMS") to clinically evaluate the combination of the Company’s TLR-9 agonist, tilsotolimod (IMO-2125), with BMS’s therapy YERVOY (ipilimumab) and OPDIVO (nivolumab) (Press release, Bristol-Myers Squibb, MAR 11, 2019, View Source [SID1234534280]).

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Under the Collaboration and Supply Agreement, the Company will sponsor, fund and conduct the Company’s Phase 2, open-label, global, multi-center, multi-cohort study of intratumoral tilsotolimod in combination with YERVOY and OPDIVO entitled "Study of Tilsotolimod in Combination with Nivolumab and Ipilimumab For the Treatment of Solid Tumors" in accordance with an agreed-upon protocol (the "Trial"). The Company refers to the Trial as ILLUMINATE-206. Under the Collaboration and Supply Agreement, BMS has granted to the Company a non-exclusive, non-transferrable, royalty-free license (with a right to sublicense) under its intellectual property to use YERVOY and OPDIVO in the Trial and has agreed to manufacture and supply YERVOY and OPDIVO, at its cost and for no charge to the Company, for use in the Trial.

Unless earlier terminated, the Collaboration and Supply Agreement will remain in effect until (a) the completion of the Trial, (b) all related Trial data has been delivered to both parties and (c) the completion of any statistical analyses and bioanalyses contemplated by the Trial protocol or any analysis otherwise agreed upon by the parties. The Collaboration and Supply Agreement may be terminated by either party (i) in the event of an uncured material breach by the other party, (ii) in the event the other party is insolvent or in bankruptcy proceedings or (iii) for safety reasons. Upon termination, the licenses granted to the Company to use YERVOY and OPDIVO in the Trial will terminate.

The foregoing description of the Collaboration and Supply Agreement does not purport to be complete and is qualified in its entirety by reference to the Collaboration and Supply Agreement, which the Company intends to file with the Securities and Exchange Commission as an exhibit to its Quarterly Report on Form 10-Q for the quarter ending March 31, 2019.