Item 1.01. Entry into a Material Definitive Agreement.
On January 8, 2020, ANI Pharmaceuticals, Inc. (the "Company" or "ANI") entered
into and closed on an Asset Purchase Agreement (the "Agreement") with Amerigen
Pharmaceuticals Ltd. (the "Seller") and acquired the Seller's right, title, and
interest in its U.S. product portfolio of ten commercialized products, three FDA
approved products with launches pending, four filed products and four
in-development products as well as a license to commercialize two approved
products (the "Acquired Assets").
In consideration for the purchase of the Acquired Assets, the Company paid to
the Seller $52.5 million in cash, and agreed to pay contingent milestone
payments over the next four years (provided that in no event will these
milestone payments exceed $25 million in the aggregate). The contingent
milestone payments are earned in cash in an amount equal to 50% of the Company's
net profits on commercial sales of certain Seller products in excess of $16.0
million, $14.0 million, $12.0 million, and $11.0 million during each of the
2020, 2021, 2022, and 2023 calendar years, respectively.
Item 2.01. Completion of Acquisition or Disposition of Assets.
The information set forth in Item 1.01 above is incorporated by reference into
this Item 2.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
No. Description
99.1 Press release, dated January 9, 2020, relating the acquisition of
the Acquired Assets
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