Item 8.01 Other Events.
On March 30, 2020, the Bankruptcy Court entered an order approving the sale by
Aradigm Corporation (the "Company") to Grifols, S.A. (the "Buyer") of the
Company's assets and intellectual property that pertain to Lipoquin, Free
Ciprofloxacin, Apulmiq and any derivatives thereof. The Buyer has advised the
Company that the Buyer has entered into an agreement with a third party to
license to the third party the intellectual property and other rights the Buyer
acquired from the Company and that the third party has agreed to pursue the
development and commercialization of the Aradigm products.
The purchased assets include the following:
(i) all Intellectual Property Assets and Patents that pertain to Lipoquin,
Free Ciprofloxacin, Apulmiq and any derivatives thereof
(ii) the information and know-how that Aradigm controls that is related to or
useful for the development of an Aradigm Product, including protocols,
manufacturing processes, and technical and sourcing information
(iii) all filings, submissions, applications, reports or correspondence
between Aradigm and any Regulatory Agency related to the purchased
assets
(iv) records and reports including all pharmacological, pre-clinical,clinical,
analytical and quality control data, results and material correspondence
related to the purchased assets
Excluded from the sale are all of the Company's cash and cash equivalents,
accounts or notes receivable, certain contracts, tangible personal property, the
name Aradigm Corporation, accounts and records of Aradigm Corporation, all
benefit plans and the shares of Aradigm.
The purchase price is cash of $3,247,000 payable at Closing, waiver of Proof of
Claim No. 4 in the amount of $19,950,000 filed by the Buyer in the Company's
bankruptcy case, waiver of Proof of Claim No. 5 in the amount of $11,785,898.96
filed by the Buyer's affiliate in the bankruptcy case, a milestone payment of
$2 million payable to the Company upon approval of any Aradigm product by the
FDA, a milestone payment of $1 million payable to the Company upon approval of
any Aradigm product by the EMA and, during the Royalty Term, the Company will
receive twenty-five percent of any royalties received by the Buyer.
The sale closed on March 31, 2020.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release of Aradigm Corporation dated April 3, 2020
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