UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 1.01 | Entry Into a Material Definitive Agreement. |
On March 10, 2023, Liquidia PAH, LLC, a Delaware limited liability company (formerly known as RareGen, LLC) (“Liquidia PAH”) and wholly-owned subsidiary of Liquidia Corporation, a Delaware corporation (the “Company”), entered into a Fourth Amendment to Promotion Agreement (the “Fourth Amendment”) with Sandoz Inc. (“Sandoz”). The Fourth Amendment amended that certain Promotion Agreement (the “Promotion Agreement”), dated as of August 1, 2018, by and between Liquidia PAH and Sandoz, as amended by that certain First Amendment to Promotion Agreement, dated as of May 8, 2020, that certain Second Amendment to Promotion Agreement, dated as of September 4, 2020 and further amended by that certain Third Amendment to Promotion Agreement, dated as of November 18, 2022.
The Fourth Amendment provides for, among other things, (i) an agreement between Sandoz and Liquidia PAH to enter into an agreement with a third party for the repair and servicing of CADD-MS 3 pumps (the “New Agreement”), (ii) an agreement to split all payments due under the New Agreement evenly between Liquidia PAH and Sandoz, and (iii) to clarify certain terms and conditions related to the profit sharing between Sandoz and Liquidia PAH under the Promotion Agreement.
The foregoing description of the Fourth Amendment does not purport to be complete and is qualified in its entirety by reference to the complete terms and conditions of the Pump Development Agreement to be filed as an exhibit to the Company’s next Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission (the “SEC”).
Item 2.02 | Results of Operations and Financial Condition. |
On March 16, 2023, Liquidia Corporation, a Delaware corporation, issued a press release announcing its financial results for the full year ended December 31, 2022, and also provided a corporate update. A copy of the press release is furnished herewith as Exhibit 99.1.*
Item 9.01 | Financial Statements and Exhibits. |
(d)
Exhibit No. |
Exhibit | |
99.1 | Press Release of Liquidia Corporation, dated March 16, 2023. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* The information in Item 2.02 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
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.
March 16, 2023 | Liquidia Corporation | ||
By: | /s/ Michael Kaseta | ||
Name: | Michael Kaseta | ||
Title: | Chief Financial Officer |