Sanofi-aventis

In May 2009, Exelixis and sanofi-aventis established a global license agreement for XL147 and XL765, and a broad collaboration for the discovery of inhibitors of phosphoinositide-3 kinase (PI3K) for the treatment of cancer. Under the license agreement, sanofi-aventis has obtained exclusive, worldwide rights to XL147 and XL765, and will have sole responsibility for all clinical, regulatory, commercial and manufacturing activities. Exelixis will participate in conducting ongoing and potential future clinical trials and manufacturing activities.

Under the discovery collaboration, Exelixis and sanofi-aventis will combine efforts in establishing several pre-clinical PI3K programs and jointly share responsibility for research and preclinical activities related to inhibitors of specific PI3K isoforms. While sanofi-aventis will have sole responsibility for all future clinical, regulatory, commercial and manufacturing activities of any products arising from the collaboration, Exelixis may be responsible for conducting certain clinical trials.

Sanofi-aventis paid Exelixis aggregate upfront cash payments of $140 million under the license and collaboration agreements. Exelixis will also receive guaranteed research funding of $21 million over a three-year research term under the collaboration. For the license and the collaboration, Exelixis will be eligible to receive development, regulatory and commercial milestones of over $1 billion in the aggregate, as well as royalties on sales of any products commercialized under the license or collaboration.