Novavax Enters Material Definitive Agreement

TL;DR

Novavax just signed a big deal, details TBD.

AI Summary

On December 3, 2024, Novavax, Inc. entered into a material definitive agreement. The filing does not provide specific details about the agreement, such as the counterparty or financial terms, but indicates it is a significant event for the company.

Why It Matters

This filing signals a potentially significant development for Novavax, Inc., which could impact its business operations, partnerships, or financial standing.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and implications of the agreement.

Key Players & Entities

• Novavax, Inc. (company) — Registrant
• December 3, 2024 (date) — Date of earliest event reported
• 20878 (location) — Zip code of principal executive offices
• 240-268-2000 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — registered Common Stock, Par Value $0.01 per share NVAX The Nasdaq Global Se
• $200 million — ontracts, the Transferred Employees, is $200 million and the assumption by the Purchaser of
• $10 million — erred Employees. The initial payment of $10 million made by the Purchaser in September 2024
• $3.5 million — up to maximum aggregate amount of up to $3.5 million per calendar month. The foregoing desc

Filing Documents

• tm2430032d1_8k.htm (8-K) — 28KB
• 0001104659-24-125265.txt ( ) — 196KB
• nvax-20241203.xsd (EX-101.SCH) — 3KB
• nvax-20241203_lab.xml (EX-101.LAB) — 33KB
• nvax-20241203_pre.xml (EX-101.PRE) — 22KB
• tm2430032d1_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement. Asset Purchase Agreement On December 3, 2024, Novavax CZ a.s. (the "Seller" or "Novavax CZ"), a wholly owned subsidiary of Novavax Inc. (the "Company"), entered into an asset purchase agreement (the "Asset Purchase Agreement") with Novo Nordisk Production Czech s.r.o. (the Purchaser") and Novo Nordisk A/S, pursuant to which Novavax CZ agreed, subject to the satisfaction or waiver of the conditions set forth therein, to sell to the Purchaser the Company's biologics manufacturing campus located at Bohumil, Jevany, Czech Republic. The Asset Purchase Agreement provides that on the closing date, the Seller will sell, transfer and assign to the Purchaser: (i) properties owned by Novavax CZ registered on folio No. 894 maintained by the Cadastral Office for Central Bohemian Region, Detached Cadastral Office Prague-East, for the cadastral area Jevany, comprising land in the settlement known as Bohumil, as well as certain moveable assets and equipment located at the manufacturing facility, (the "Transferred Assets"); (ii) contracts related to the operation and management of the Transferred Assets (the "Transferred Contracts"); and (iii) certain employees currently providing services related to the Transferred Assets (the "Transferred Employees"), and the Purchaser will assume certain liabilities from Novavax CZ. Under the Asset Purchase Agreement, the total purchase price for the Transferred Assets, the Transferred Contracts, the Transferred Employees, is $200 million and the assumption by the Purchaser of liabilities (on a look-forward basis) pertaining to such Transferred Assets, Transferred Contracts and Transferred Employees. The initial payment of $10 million made by the Purchaser in September 2024 will be credited against the purchase price, and $10 million of the purchase price will be placed in an escrow account to be released to Novavax CZ on the date which is 12 months following the closing date (subject to

SIGNATURES

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 4, 2024 By: /s/ Mark J. Casey Name: Mark J. Casey Title: Executive Vice President, Chief Legal Officer and Corporate Secretary 2

View Full Filing

View this 8-K filing on SEC EDGAR