Current Report Filing (8-k)
November 26 2019 - 4:07PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 Or 15(D) of The Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported): November 21, 2019
LANNETT COMPANY, INC.
(Exact name of registrant as specified in
its charter)
Commission file
no. 001-31298
State of Delaware
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23-0787699
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(State of Incorporation)
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(I.R.S. Employer I.D. No.)
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9000 State Road
Philadelphia, PA 19136
(215) 333-9000
(Address of principal executive offices and telephone number)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.001 par value
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LCI
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this Chapter).
Emerging growth company ¨
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01 Entry into a Material Definitive Agreement
On November 21, 2019, Lannett Company, Inc. (the “Company”)
entered into a Collaboration and License Agreement (the “Collaboration Agreement”) with North & South Brother Pharmacy
Investment Co., Ltd and HEC GROUP PTY LTD (collectively, “HEC”).
The Collaboration Agreement replaces the agreement in principal
previously entered into between the Company and HEC with respect to the development, commercialization and distribution of HEC’s
insulin glargine product (the “Product”) in the United States. The Collaboration
provides, among other things, that: (a) the Company and HEC will share responsibility for and control of developing the Product
in the United States, (b) the Company will pay the development costs for the Product up to $32 million and will share additional
development costs in excess of $32 million with HEC at a 50/50 split for up to the next $13 million of development costs, (c) HEC
will have the sole responsibility for manufacturing the Product, (d) the Company will have responsibility for preparing the Biologics
License Application (BLA) filing in the United States with respect to the Product and HEC will have responsibility for submitting
the BLA filing in the United States with respect to the Product, (e) the Company will become the exclusive distributor of the Product
in the United States and will have sole responsibility for and control of commercializing the Product in the United States, (f)
during the initial ten year period following commercialization of the Product, the Company and HEC will share profits and losses
50% each, subject to certain adjustments, with profits and losses being split thereafter 60% to HEC and 40% to the Company, and
(g) the Company will receive ownership of the intellectual property rights relating to certain developed drug delivery devices
associated with the Product.
The Company expects to file the Collaboration Agreement as an
exhibit to its Quarterly Report on Form 10-Q for the fiscal quarter ending December 31, 2019. The description of the Collaboration
Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the full text of the
Collaboration Agreement when filed.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
LANNETT COMPANY
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By:
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/s/ Samuel H. Israel
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Chief Legal Officer and General Counsel
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Date: November 26, 2019
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