Novavax Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement
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Item 1.01 Entry into a Material Definitive Agreement.
On December 12, 2024, Novavax Inc. (the “Company”) entered into Amendment #5 (the “Amendment”) to the Advanced Purchase Agreement, dated effective December 31, 2020, with the Commonwealth of Australia as Represented by the Department of Health and Aged Care (the “Commonwealth”), previously known as the Department of Health (as amended, the “Advanced Purchase Agreement”).
Pursuant to the Amendment, the Company acknowledged the cancellation by the Commonwealth of the delivery of certain doses of the Company’s COVID-19 Vaccine (“COVID-19 Vaccine”) scheduled for delivery between the fourth quarter of 2023 and the fourth quarter of 2025 and the parties agreed to credit approximately $31 million of the advanced payment paid by the Commonwealth to the Company pursuant to the Advanced Purchase Agreement against outstanding invoices and invoices for the future delivery of approximately 3 million doses of COVID-19 Vaccine without requiring additional cash payments. The parties also agreed to an updated delivery schedule providing for the potential delivery of COVID-19 Vaccine or future variant COVID-19 Vaccine through the end of 2029.
The Amendment further provides for certain remedies for the Commonwealth, including return of unused credit, cancellation of doses or termination of the Agreement, in the event the Company misses or under delivers doses to the Commonwealth or the Company fails to receive regulatory approval of a variant COVID-19 vaccine. The Amendment also provides the Commonwealth with the right to cancel doses if the Company fails to timely notify the Commonwealth of changes to its commercialization plans.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which will be filed with the Securities and Exchange Commission as an exhibit to the Company’s Annual Report on Form 10-K for the year ending December 31, 2024.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Novavax, Inc. | ||
| Date: December 18, 2024 | By: | /s/ Mark J. Casey |
| Name: | Mark J. Casey | |
| Title: | Executive Vice President, Chief Legal Officer and Corporate Secretary | |