Item 1.01 Entry into a Material Definitive Agreement.
On December 16, 2022, Humanigen, Inc. (the "Company"), and Catalent Pharma
Solutions, LLC ("Catalent") entered into a Settlement Agreement (the "Settlement
Agreement") resolving certain previously reported disputes between the Company
and Catalent that had arisen under the Multiple Facility Clinical Supply and
Services Agreement (the "MSA") dated July 31, 2020, by and between Catalent and
the Company, pursuant to which Catalent had agreed to perform certain services
relating to the manufacturing of lenzilumab, the Company's lead product
candidate.
Pursuant to the Settlement Agreement, the Company agreed to make a one-time
payment of $12 million (the "Settlement Payment") to Catalent in full
satisfaction of all of the Company's payment obligations under the MSA for
products and prior services, as well as cancellation fees Catalent claimed to be
owed. In consideration of its receipt of the Settlement Payment, which the
Company made on December 22, 2022, Catalent waived and released Catalent's
rights to pursue all payments, claims, or invoices for such products and
services and cancellation fees, as well as for some limited additional work to
be performed by Catalent, quantified at approximately $23.5 million in the
aggregate.
The terms and conditions of the MSA generally will remain in full force and
effect with respect to any ongoing activities and additional work to be
performed by Catalent.
The foregoing description of the material terms of the Settlement Agreement does
not purport to be complete and is qualified in its entirety by reference to the
Settlement Agreement, to be filed with the Securities and Exchange Commission as
an exhibit to the Company's 2022 Annual Report on Form 10-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
104 Cover Page Interactive Data File (embedded within Inline XBRL document).
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HUMANIGEN, INC. 
