CLOVIS ONCOLOGY, INC. Item 2.04. Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement.
As previously disclosed,
The failure to make the Interest Payment on
• Financing Agreement, dated as of May 1, 2019 (the "Financing Agreement")
(as amended, modified or supplemented from time to time), by and among
the Company, certain subsidiaries of the Company named therein, as
Guarantors, the lenders party thereto and TOP IV SPV GP, LLC, as
administrative agent;
• Indenture, dated as of April 19, 2018 (as amended by that first
supplemental indenture, dated April 19, 2018 , collectively, the "2018
Indenture"), by and between the Company and The Bank of New York Mellon
Trust Company, N.A. , as Trustee, governing the 1.25% Convertible Senior
Notes which mature on May 1, 2025 ;
- 2 -
--------------------------------------------------------------------------------
• Indenture, dated as of August 13, 2019 (the "2019 Indenture") (as
amended, modified or supplemented from time to time), by and between the
Company and The Bank of New York Mellon Trust Company, N.A. , as Trustee,
governing the 4.50% Convertible Senior Notes, which mature on August 1,
2024 ; and
• Indenture, dated as of November 17, 2020 (as amended, modified or
supplemented from time to time, the "2020 Indenture" and together with
the 2018 Indenture and 2019 Indenture, the "Indentures"), by and between
the Company and The Bank of New York Mellon Trust Company, N.A. , as
Trustee, governing the 4.50% Convertible Senior Notes which mature on
August 1, 2024 .
The Debt Instruments provide that upon an "event of default" the trustee (under the Indentures) and the administrative agent (under the Financing Agreement) may cause the principal and interest due under Indentures and the "Discharge Amount" (as defined in the Financing Agreement and generally consisting of twice the amount borrowed thereunder) under the Financing Agreement, respectively, to become immediately due and payable.
Given the Company's previously disclosed liquidity situation, the Company
currently expects to file a voluntary petition under Chapter 11 of the
Item 8.01. Other Events.
As previously disclosed, on
Cautionary Note Regarding Forward-Looking Statements
This Form 8-K includes statements that are, or may be deemed, "forward-looking
statements." In some cases, these forward-looking statements can be identified
by the use of forward-looking terminology, including the terms "believes,"
"estimates," "anticipates," "expects," "plans," "intends," "may," "could,"
"might," "will," "should," "approximately" or, in each case, their negative or
other variations thereon or comparable terminology, although not all
forward-looking statements contain these words. These forward-looking statements
reflect the current beliefs and expectations of management made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
We caution you that forward-looking statements are not guarantees of future
performance and that our actual results of operations, financial condition and
liquidity and the development of the industry in which we operate may differ
materially from the forward-looking statements contained herein. Any
forward-looking statements that we make in this Form 8-K speak only as of the
date of such statement, and we undertake no obligation to update such statements
to reflect events or circumstances after the date of this Form 8-K or to reflect
the occurrence of unanticipated events. The Company's forward-looking statements
in this Form 8-K include, but are not limited to, statements about the Company's
plans to file a voluntary petition under Chapter 11 of the
- 3 -
--------------------------------------------------------------------------------
© Edgar Online, source
