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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/08/17 Acadia Pharmaceuticals Inc 10-Q 6/30/17 47:3.8M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 521K
2: EX-10.1 Material Contract HTML 19K
3: EX-10.3 Material Contract HTML 72K
4: EX-31.1 Certification -- §302 - SOA'02 HTML 22K
5: EX-31.2 Certification -- §302 - SOA'02 HTML 21K
6: EX-32.1 Certification -- §906 - SOA'02 HTML 19K
7: EX-32.2 Certification -- §906 - SOA'02 HTML 19K
14: R1 Document and Entity Information HTML 36K
15: R2 Condensed Consolidated Balance Sheets HTML 96K
16: R3 Condensed Consolidated Balance Sheets HTML 34K
(Parenthetical)
17: R4 Condensed Consolidated Statements of Operations HTML 49K
18: R5 Condensed Consolidated Statements of Comprehensive HTML 30K
Loss
19: R6 Condensed Consolidated Statements of Cash Flows HTML 103K
20: R7 Organization and Business HTML 20K
21: R8 Basis of Presentation and Significant Accounting HTML 35K
Policies
22: R9 Net Loss Per Share HTML 19K
23: R10 Stock-Based Compensation HTML 53K
24: R11 Balance Sheet Details HTML 56K
25: R12 Investment Securities HTML 101K
26: R13 Fair Value Measurements HTML 123K
27: R14 Stockholders' Equity HTML 23K
28: R15 Commitments and Contingencies HTML 23K
29: R16 Recent Accounting Pronouncements HTML 28K
30: R17 Basis of Presentation and Significant Accounting HTML 45K
Policies (Policies)
31: R18 Stock-Based Compensation (Tables) HTML 53K
32: R19 Balance Sheet Details (Tables) HTML 59K
33: R20 Investment Securities (Tables) HTML 97K
34: R21 Fair Value Measurements (Tables) HTML 119K
35: R22 Basis of Presentation and Significant Accounting HTML 41K
Policies - Additional Information (Detail)
36: R23 Net Loss Per Share - Additional Information HTML 18K
(Detail)
37: R24 Stock-Based Compensation - Summary of Stock-based HTML 27K
Compensation Expense Included in Statements of
Operations (Detail)
38: R25 Balance Sheet Details - Schedule of Inventory HTML 23K
(Detail)
39: R26 Balance Sheet Details - Schedule of Accrued HTML 30K
Liabilities (Detail)
40: R27 Investment Securities - Schedule of Investment HTML 39K
Securities Classified as Available-for-Sale
(Detail)
41: R28 Fair Value Measurements - Fair Value Measurements HTML 43K
of Cash Equivalents and Available-For-Sale
Investment Securities (Detail)
42: R29 Stockholders' Equity - Additional Information HTML 38K
(Detail)
43: R30 Commitments and Contingencies - Additional HTML 27K
Information (Detail)
44: R31 Recent Accounting Pronouncements - Additional HTML 27K
Information (Detail)
46: XML IDEA XML File -- Filing Summary XML 74K
45: EXCEL IDEA Workbook of Financial Reports XLSX 38K
8: EX-101.INS XBRL Instance -- acad-20170630 XML 876K
10: EX-101.CAL XBRL Calculations -- acad-20170630_cal XML 110K
11: EX-101.DEF XBRL Definitions -- acad-20170630_def XML 118K
12: EX-101.LAB XBRL Labels -- acad-20170630_lab XML 478K
13: EX-101.PRE XBRL Presentations -- acad-20170630_pre XML 328K
9: EX-101.SCH XBRL Schema -- acad-20170630 XSD 71K
47: ZIP XBRL Zipped Folder -- 0001564590-17-016559-xbrl Zip 66K
Exhibit 10.3
***Text Omitted and Filed Separately
with the Securities and Exchange Commission.
Confidential Treatment Requested
Under 17 C.F.R. Sections 200.80(b)(4)
and 240.24b-2.
MSA Attachment No.4
This MSA Attachment No.4 (MSA Attachment No.4) is entered into among Siegfried Evionnaz SA, route du Simplon 1, 1902 Evionnaz, Switzerland (Siegfried Evionnaz) and Siegfried AG, Untere Bruehlstrasse 4, 4800 Zofingen, Switzerland (Siegfried Zofingen and collectively with Siegfried Evionnaz, Siegfried) and ACADIA pharmaceuticals GmbH, c/o KENDRIS AG, Seidenhofstrasse 14, 6003 Luzern, Switzerland (ACADIA) under the Master Services Agreement dated December 15, 2016 (the Agreement). Pursuant to the Agreement, Siegfried has agreed to perform certain Services in accordance with written MSA Attachments, such as this one, entered into from time to time. Capitalized terms used in this MSA Attachment No. 4 and not otherwise defined have the meanings given to them in the Agreement.
The Parties hereby agree as follows:
1. MSA Attachment
This document constitutes a MSA Attachment under the Agreement and this MSA Attachment No.4 and the Services contemplated herein are subject to the terms and provisions of the Agreement. In accordance with Section 2.1 of the Agreement, Siegfried Zofingen’s Affiliate Siegfried Evionnaz hereby opts into the terms of the Agreement with regard to this MSA Attachment No.4 and the Services contemplated herein. Except if expressly modified in this MSA Attachment No.4, the terms of the Agreement are hereby incorporated by reference herein.
|
2. |
Services, Product, and Materials |
Services:
Pursuant to the terms of the Agreement, this MSA Attachment No.4 and each Work Order (defined below), stability study-related services related to Pimavanserin will be provided by Siegfried Evionnaz and/or Siegfried Zofingen for ACADIA upon full execution of each Work Order.
Scope:
The specific scope of the Services to be provided by Siegfried will be set forth in separate work orders as mutually agreed by the parties (each a Work Order) which shall be in substantially the same format as the work order template attached hereto as Exhibit A, which is incorporated herein by this reference. Each Work Order shall be subject to the terms of this MSA Attachment No. 4 and the Agreement.
|
Product: |
Pimavanserin (API) and any of its intermediates |
|
Consigned Material: |
None |
1 of 4
|
3. |
Commercial Terms |
Sales price:
|
Each Work Order shall include the total cost of Services to be provided under each such Work Order, which amount shall not be exceeded without ACADIA’s prior written consent. |
Invoice Terms:
If applicable, […***…].
[…***…]
Note: […***…]
Invoicing will occur in Swiss Francs (CHF)
The Services herein will be conducted at either Siegfried’s facility in Evionnaz, Switzerland or Zofingen, Switzerland (as specified in each Work Order).
|
Term: |
This MSA Attachment No.4 is entered into as of May 12, 2017 to be retroactively effective as of January 1, 2017 and, unless earlier terminated in accordance with the Agreement, shall continue in full force and effect for an initial period of […***…] (the MSA Attachment No.4 Initial Period). After the MSA Attachment No.4 Initial Period, this MSA Attachment No. 4 shall automatically renew for consecutive […***…] periods each, unless one of the Parties notifies the other of its election not to renew this MSA Attachment No. 4 at least […***…] prior to the end of the MSA Attachment No.4 Initial Period or any renewal period then in effect, in which case this MSA Attachment No. 4 shall terminate upon the expiration of such term. This MSA Attachment No.4 may be terminated earlier subject to and in accordance with the terms and conditions contained in the Agreement. |
[Signature Page Follows]
Page 2 of 4
Siegfried Evionnaz SA
/s/ Luca Parlanti, Ph.D. /s/ Horacio Comas
|
Luca Parlanti, Ph.D. Head of Global Sales & Marketing Custom Synthesis Siegfried Evionnaz SA |
Project Manager Custom Synthesis Siegfried Evionnaz SA
|
Siegfried AG
/s/ Anders Sjöberg /s/ Eva Mössl
|
Project Manager Siegfried AG |
Name: Eva Mössl Function: VP, Sen. Key Account Management Siegfried AG |
|
|
|
|
ACADIA Pharmaceuticals GmbH |
Purchase Order: 00021 (for all Work Orders processed under MSA Attachment 4) |
/s/ Glenn F. Baity
Name: Glenn F. Baity
Function: Director
Page 3 of 4
Work Order Template
Work Order #____
This Work Order #___ (this Work Order) is entered into as of _________________ (Effective Date) between ACADIA Pharmaceuticals GmbH (ACADIA) and [Siegfried Evionnaz SA or Siegfried AG] (Siegfried). This Work Order is subject to the terms of the MSA Attachment No. 4 effective January 1, 2017 between the parties and the Master Services Agreement dated December 15, 2016 between ACADIA and Siegfried AG.
The parties hereby agree that Siegfried will perform the following stability study-related Services for ACADIA for a total cost not to exceed the “Work Order Amount” specified below:
Scope of Services:
|
|
• |
Stability Study Scope: |
|
|
o |
Define Product or Intermediate name and part number |
|
|
o |
Define subject campaign or lot numbers |
|
|
o |
Define stability study site (Evionnaz or Zofingen) |
|
|
o |
Duration of study for # of batch at standard condition […***…]. |
|
|
o |
Duration of study for # of batch/es at accelerated conditions. |
|
|
o |
Define Test Points |
|
|
o |
Define Testing Required for Stability […***…]. |
|
|
o |
T = 0 testing will occur at product release. |
|
|
o |
Define Standard packaging […***…] |
|
|
o |
Initiation will occur within […***…] |
|
|
• |
Provide Stability Summary Table |
|
|
• |
Stability Study Cost/Work Order Amount:CHF |
Approval:
The undersigned are duly authorized representatives of their respective parties and hereby agree to this Work Order as of the Effective Date:
[Siegfried Evionnaz SA or Siegfried AG]
__________________________________ ____________________
Siegfried Project ManagerDate
__________________________________ ____________________
SiegfriedDate
ACADIA Pharmaceuticals GmbH
_________________________________ ____________________
Glenn F. Baity, DirectorDate
Page 4 of 4
This MSA Attachment No.5 (MSA Attachment No.5) is entered into among Siegfried Evionnaz SA, route du Simplon 1, 1902 Evionnaz, Switzerland (Siegfried Evionnaz) and Siegfried AG, Untere Bruehlstrasse 4, 4800 Zofingen, Switzerland (Siegfried Zofingen and collectively with Siegfried Evionnaz, Siegfried) and ACADIA pharmaceuticals GmbH, c/o KENDRIS AG, Seidenhofstrasse 14, 6003 Luzern, Switzerland (ACADIA) under the Master Services Agreement dated December 15, 2016 (the Agreement). Pursuant to the Agreement, Siegfried has agreed to perform certain Services in accordance with written MSA Attachments, such as this one, entered into from time to time. Capitalized terms used in this MSA Attachment No. 5 and not otherwise defined have the meanings given to them in the Agreement.
The Parties hereby agree as follows:
1. MSA Attachment
This document constitutes a MSA Attachment under the Agreement and this MSA Attachment No.5 and the Services contemplated herein are subject to the terms and provisions of the Agreement. In accordance with Section 2.1 of the Agreement, Siegfried Zofingen’s Affiliate Siegfried Evionnaz hereby opts into the terms of the Agreement with regard to this MSA Attachment No.5 and the Services contemplated herein. Except if expressly modified in this MSA Attachment No.5, the terms of the Agreement are hereby incorporated by reference herein.
|
4. |
Services, Product, and Materials |
Services:
Pursuant to the terms of the Agreement, this MSA Attachment No. 5 and each Work Order (defined below), analytical development services related to Pimavanserin will be provided by Siegfried Evionnaz and/or Siegfried Zofingen for ACADIA upon full execution of each Work Order.
Scope:
The specific scope of the Services to be provided by Siegfried will be set forth in separate work orders as mutually agreed by the parties (each a Work Order) which shall be in substantially the same format as the work order template attached hereto as Exhibit A, which is incorporated herein by this reference. Each Work Order shall be subject to the terms of this MSA Attachment No. 5 and the Agreement.
|
Product: |
Pimavanserin (API) and any of its intermediates |
|
Consigned Material: |
None |
|
Raw Materials: |
None |
1
Sales price:
|
Each Work Order shall include the total cost of Services to be provided under each such Work Order, which amount shall not be exceeded without ACADIA’s prior written consent. |
|
|
Invoice Terms:
If applicable, […***…].
[…***…]
[…***…]
Invoicing will occur in Swiss Francs (CHF)
The Services herein will be conducted at Siegfried’s facilities at Evionnaz, Switzerland, Zofingen Switzerland and/or St. Vulbas, France (as specified in each Work Order).
|
Term: |
This MSA Attachment No.5 is entered into as of May 12, 2017 to be retroactively effective as of January 1, 2017 and, unless earlier terminated in accordance with the Agreement, shall continue in full force and effect for an initial period of […***…] (the MSA Attachment No.5 Initial Period). After the MSA Attachment No. 5 Initial Period, this MSA Attachment No. 5 shall automatically renew for consecutive […***…] periods each, unless one of the Parties notifies the other of its election not to renew this MSA Attachment No. 5 at least […***…] prior to the end of the MSA Attachment No. 5 Initial Period or any renewal period then in effect, in which case this MSA Attachment No. 5 shall terminate upon the expiration of such term. This MSA Attachment No.5 may be terminated earlier subject to and in accordance with the terms and conditions contained in the Agreement. |
[Signature Page Follows]
2
Siegfried Evionnaz SA
/s/ Luca Parlanti, Ph.D. /s/ Horacio Comas
|
Luca Parlanti, Ph.D. Head of Global Sales & Marketing Custom Synthesis Siegfried Evionnaz SA |
Project Manager Custom Synthesis Siegfried Evionnaz SA
|
Siegfried AG
/s/ Anders Sjöberg /s/ Eva Mössl
|
Project Manager Siegfried AG |
Name: Eva Mössl Function: VP, Sen. Key Account Management Siegfried AG |
|
|
|
|
ACADIA Pharmaceuticals GmbH |
Purchase Order: 00022 (for all Work Orders processed under MSA Attachment 5) |
/s/ Glenn F. Baity
Name: Glenn F. Baity
Function: Director
3
Work Order Template
Work Order #____
This Work Order #___ (this Work Order) is entered into as of _________________ (Effective Date) between ACADIA Pharmaceuticals GmbH (ACADIA) and [Siegfried Evionnaz SA or Siegfried AG] (Siegfried). This Work Order is subject to the terms of the MSA Attachment No. 5 effective January 1, 2017 between the parties and the Master Services Agreement dated December 15, 2016 between ACADIA and Siegfried AG.
The parties hereby agree that Siegfried will perform the following analytical development Services for ACADIA for a total cost not to exceed the “Work Order Amount” specified below:
Scope of Services:
|
|
• |
Analytical Development Scope: |
|
|
o |
Define Product or Intermediate name and part number |
|
|
o |
Define Tasks, Deliverables, Estimated Time of Initiation, Estimated Time of Completion. |
|
|
• |
Work Order Amount:CHF |
Approval:
The undersigned are duly authorized representatives of their respective parties and hereby agree to this Work Order as of the Effective Date:
[Siegfried Evionnaz SA or Siegfried AG]
__________________________________ ____________________
Siegfried Project ManagerDate
__________________________________ ____________________
SiegfriedDate
ACADIA Pharmaceuticals GmbH
_________________________________ ____________________
Glenn F. Baity, DirectorDate
4
This MSA Attachment No.6 (MSA Attachment No.6) is entered into among Siegfried Evionnaz SA, route du Simplon 1, 1902 Evionnaz, Switzerland (Siegfried Evionnaz) and Siegfried AG, Untere Bruehlstrasse 4, 4800 Zofingen, Switzerland (Siegfried Zofingen and collectively with Siegfried Evionnaz, Siegfried) and ACADIA pharmaceuticals GmbH, c/o KENDRIS AG, Seidenhofstrasse 14, 6003 Luzern, Switzerland (ACADIA) under the Master Services Agreement dated December 15, 2016 (the Agreement). Pursuant to the Agreement, Siegfried has agreed to perform certain Services in accordance with written MSA Attachments, such as this one, entered into from time to time. Capitalized terms used in this MSA Attachment No. 6 and not otherwise defined have the meanings given to them in the Agreement.
The Parties hereby agree as follows:
1. MSA Attachment
This document constitutes a MSA Attachment under the Agreement and this MSA Attachment No.6 and the Services contemplated herein are subject to the terms and provisions of the Agreement. In accordance with Section 2.1 of the Agreement, Siegfried Zofingen’s Affiliate Siegfried Evionnaz hereby opts into the terms of the Agreement with regard to this MSA Attachment No.6 and the Services contemplated herein. Except if expressly modified in this MSA Attachment No.6, the terms of the Agreement are hereby incorporated by reference herein.
|
6. |
Services, Product, and Materials |
Services:
Pursuant to the terms of the Agreement, this MSA Attachment No. 6 and each Work Order (defined below), chemical development services (which may include ancillary analytical development support services) related to Pimavanserin will be provided by Siegfried Evionnaz and/or Siegfried Zofingen for ACADIA upon full execution of each Work Order.
Scope:
The specific scope of the Services to be provided by Siegfried will be set forth in separate work orders as mutually agreed by the parties (each a Work Order) which shall be in substantially the same format as the work order template attached hereto as Exhibit A, which is incorporated herein by this reference. Each Work Order shall be subject to the terms of this MSA Attachment No. 6 and the Agreement.
1
|
Consigned Material: |
None |
|
Raw Materials: |
None |
|
7. |
Commercial Terms |
Sales price:
|
Each Work Order shall include the total cost of Services to be provided under each such Work Order, which amount shall not be exceeded without ACADIA’s prior written consent. |
Invoice Terms:
If applicable, […***…].
[…***…]
[…***…]
Invoicing will occur in Swiss Francs (CHF)
The Services herein will be conducted at Siegfried’s facilities at Evionnaz, Switzerland, Zofingen Switzerland and/or St. Vulbas, France (as specified in each Work Order).
|
Term: |
This MSA Attachment No.6 is effective as of May 12, 2017 and, unless earlier terminated in accordance with the Agreement, shall continue in full force and effect for an initial period of […***…] (the MSA Attachment No.6 Initial Period). After the MSA Attachment No.6 Initial Period, this MSA Attachment No. 6 shall automatically renew for consecutive […***…] periods each, unless one of the Parties notifies the other of its election not to renew this MSA Attachment No. 6 at least […***…] prior to the end of the MSA Attachment No.6 Initial Period or any renewal period then in effect, in which case this MSA Attachment No. 6 shall terminate upon the expiration of such term. This MSA Attachment No.6 may be terminated earlier subject to and in accordance with the terms and conditions contained in the Agreement. |
[Signature Page Follows]
2
Siegfried Evionnaz SA
/s/ Luca Parlanti, Ph.D. /s/ Horacio Comas
|
Luca Parlanti, Ph.D. Head of Global Sales & Marketing Custom Synthesis Siegfried Evionnaz SA |
Project Manager Custom Synthesis Siegfried Evionnaz SA
|
Siegfried AG
/s/ Anders Sjöberg /s/ Eva Mössl
|
Project Manager Siegfried AG |
Name: Eva Mössl Function: VP, Sen. Key Account Management Siegfried AG |
|
|
|
|
ACADIA Pharmaceuticals GmbH |
Purchase Order: 00020 (for all Work Orders processed under MSA Attachment 6) |
/s/ Glenn F. Baity
Name: Glenn F. Baity
Function: Director
3
Work Order Template
Work Order #____
This Work Order #___ (this Work Order) is entered into as of _________________ (Effective Date) between ACADIA Pharmaceuticals GmbH (ACADIA) and [Siegfried Evionnaz SA or Siegfried AG] (Siegfried). This Work Order is subject to the terms of the MSA Attachment No. 6 effective January 1, 2017 between the parties and the Master Services Agreement dated December 15, 2016 between ACADIA and Siegfried AG.
The parties hereby agree that Siegfried will perform the following chemical development (and ancillary analytical development support) Services for ACADIA for a total cost not to exceed the “Work Order Amount” specified below:
Scope of Services:
|
|
• |
Chemical development and analytical development support Scope: |
|
|
o |
Define Product or Intermediate name and part number |
|
|
o |
Define Tasks, Deliverables, Estimated Time of Initiation, Estimated Time of Completion. |
|
|
• |
Work Order Amount:CHF |
Approval:
The undersigned are duly authorized representatives of their respective parties and hereby agree to this Work Order as of the Effective Date:
[Siegfried Evionnaz SA or Siegfried AG]
__________________________________ ____________________
Siegfried Project ManagerDate
__________________________________ ____________________
SiegfriedDate
ACADIA Pharmaceuticals GmbH
_________________________________ ____________________
Glenn F. Baity, DirectorDate
4
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 8/8/17 | 4, 8-K, S-8 | ||
| For Period end: | 6/30/17 | |||
| 5/12/17 | ||||
| 1/1/17 | ||||
| 12/15/16 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/01/22 Acadia Pharmaceuticals Inc. 10-K 12/31/21 82:13M Donnelley … Solutions/FA 2/25/21 Acadia Pharmaceuticals Inc. 10-K 12/31/20 80:13M ActiveDisclosure/FA |