EMERGENT BIOSOLUTIONS INC. Form 8-K (July 13, 2020)

Summary

A Form 8-K current report of Emergent BioSolutions Inc., dated July 13, 2020 and signed July 14, 2020 by Richard S. Lindahl, Executive Vice President, Chief Financial Officer and Treasurer. Under Item 8.01 the company's subsidiary Emergent Product Development Gaithersburg Inc. received Modification No. 6 from the Office of the Assistant Secretary for Preparedness and Response exercising an option valued at $258 million to procure additional doses of AV7909 anthrax vaccine adsorbed with adjuvant for delivery into the Strategic National Stockpile over 12 months. The option arises under the BARDA AV7909 Contract, effective September 30, 2016, with the modification expected to be filed with the quarterly report for the quarter ended September 30, 2020.

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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): July 13, 2020

EMERGENT BIOSOLUTIONS INC.

(Exact name of registrant as specified in its charter)

Delaware | 001-33137 | 14-1902018
(State or other jurisdiction | (Commission File Number) | (IRS Employer
of incorporation) | Identification No.)

400 Professional Drive , Suite 400 ,

Gaithersburg , Maryland 20879

(Address of principal executive offices, including zip code)

( 240 ) 631-3200

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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 | Trading Symbol(s) | Name of each exchange on which registered
Common Stock, Par Value $0.001 per share | EBS | New York Stock Exchange

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 8.01 Other Events.

On July 13, 2020, Emergent BioSolutions Inc. (including its wholly owned subsidiaries, “Emergent”), through its wholly owned subsidiary, Emergent Product Development Gaithersburg Inc., received a contract modification (“Modification No. 6”) from the Office of the Assistant Secretary for Preparedness and Response, an agency of the U.S. Department of Health and Human Services, exercising an option valued at $258 million to procure additional doses of AV7909 (anthrax vaccine adsorbed with adjuvant) for delivery into the Strategic National Stockpile over 12 months. This contract option was exercised under Emergent’s AV7909 development and procurement contract with the Biomedical Advanced Research and Development Authority (“BARDA”), which became effective on September 30, 2016 (the “BARDA AV7909 Contract”).

The preceding description of Modification No. 6 does not purport to be complete and is qualified in its entirety by reference to the full text of Modification No. 6. Modification No. 6, with relevant redactions to protect confidential and sensitive information, is expected to be filed as an exhibit to Emergent’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2020. The BARDA AV7909 Contract is filed as a material agreement of Emergent as exhibit 10.48 with Emergent’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018.

SIGNATURE

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.

EMERGENT BIOSOLUTIONS INC.
Dated: July 14, 2020 | By: | /s/ RICHARD S. LINDAHL
Name:Richard S. Lindahl Title: Executive Vice President, Chief Financial Officer and Treasurer

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