Nektar Therapeutics Files 8-K: Material Agreement, Financials

TL;DR

Nektar filed an 8-K on Nov 1st, looks like a big deal was signed. Financials included.

AI Summary

Nektar Therapeutics filed an 8-K on November 4, 2024, reporting on events that occurred on November 1, 2024. The filing indicates a material definitive agreement was entered into, and also includes Regulation FD disclosures and financial statements/exhibits. Specific details regarding the agreement or financial figures are not provided in this excerpt.

Why It Matters

This 8-K filing signals a significant development for Nektar Therapeutics, potentially involving a new contract or partnership that could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could represent a significant positive or negative development for the company, but the specifics are not yet disclosed.

Key Players & Entities

• Nektar Therapeutics (company) — Registrant
• November 1, 2024 (date) — Earliest event reported
• November 4, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value NKTR Nasdaq Capital Marke
• $90 million — r at the closing of the Transactions is $90 million (subject to customary adjustments based
• $70 million — ss assumed by Purchaser), consisting of $70 million in cash and $20 million in an equity po
• $20 million — , consisting of $70 million in cash and $20 million in an equity position in a parent entit

Filing Documents

• ea0219747-8k_nektar.htm (8-K) — 28KB
• ea021974701ex1-1_nektar.htm (EX-1.1) — 655KB
• ea021974701ex99-1_nektar.htm (EX-99.1) — 17KB
• ex99-1_001.jpg (GRAPHIC) — 6KB
• 0001213900-24-093768.txt ( ) — 999KB
• nktr-20241101.xsd (EX-101.SCH) — 3KB
• nktr-20241101_lab.xml (EX-101.LAB) — 33KB
• nktr-20241101_pre.xml (EX-101.PRE) — 22KB
• ea0219747-8k_nektar_htm.xml (XML) — 3KB

01. Entry into a Material Definitive

Item 1.01. Entry into a Material Definitive Agreement. On November 1, 2024, Nektar Therapeutics, a Delaware corporation (" Nektar "), entered into an Asset Purchase Agreement (the " APA ") with an affiliate of Ampersand Management LLC d/b/a Ampersand Capital Partners, a Delaware limited liability company (said affiliate, " Purchaser "). Pursuant to the APA, on the terms and subject to the conditions set forth therein, Nektar has agreed to sell to Purchaser, and Purchaser has agreed to purchase from Nektar, Nektar's manufacturing facility located in Huntsville, Alabama (the " Facility ") and certain other manufacturing assets related thereto, as well as assume certain related liabilities (collectively, the " Transactions "). The total base purchase price payable by Purchaser to Nektar at the closing of the Transactions is $90 million (subject to customary adjustments based on closing net working capital, closing inventory and the amount of any indebtedness assumed by Purchaser), consisting of $70 million in cash and $20 million in an equity position in a parent entity of Purchaser (which equity position will be accounting for at fair value under U.S. GAAP). Ampersand has also committed to invest additional growth equity capital into Purchaser. The closing of the Transactions is expected to occur in the fourth quarter of 2024, subject to the satisfaction or waiver of certain customary closing conditions set forth in the APA. The APA contains customary representations and warranties of Nektar and Purchaser. Nektar has agreed to provide certain specific and customary indemnities to Purchaser for certain excluded liabilities not covered by a representation and warranties policy to be obtained by Purchaser in connection with the Transactions. In addition, the APA contains certain restrictive covenants, which will restrict, as of the closing of the Transactions, Nektar's ability to manufacture and sell PEG reagents as presently conducted by Nektar at the Facility. In

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. A copy of Nektar's press release announcing the execution of the APA and the Transactions is attached to this report as Exhibit 99.1. The information contained in Exhibit 99.1 is being furnished pursuant to Item 7.01 of this Form 8-K (including the exhibits hereto) and shall not be considered "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any of the registrant's filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the registrant expressly states in such filing that such information is to be considered "filed" or incorporated by reference therein.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Asset Purchase Agreement, dated as of November 1, 2024, between Nektar and Purchaser. 99.1 Press Release. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 1

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. NEKTAR THERAPEUTICS Date: November 4, 2024 By: /s/ Mark A. Wilson Mark A. Wilson Chief Legal Officer and Secretary 2

View Full Filing

View this 8-K filing on SEC EDGAR