ANI PHARMACEUTICALS, INC. (NASDAQ:ANIP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
| Entry into a Material Definitive Agreement. |
The information contained in Item 2.01 below is incorporated to
this Item 1.01 by reference.
| Item 2.01. | Completion of Acquisition or Disposition of Assets. |
On February 23, 2017, ANI Pharmaceuticals, Inc. (the Company or
ANI) entered into and closed on an asset purchase agreement (the
Cranford Agreement) with Cranford Pharmaceuticals, LLC to which
the Company acquired a distribution license, trademark and
finished goods inventory for Inderal XL (the Cranford Assets). In
consideration for the acquisition of the Cranford Assets, the
Company paid a purchase price of approximately $20 million. The
Cranford Agreement contains various customary representations,
warranties, covenants and closing conditions, as well as
customary provisions relating to insurance, indemnity,
confidentiality and other matters.
On February 23, 2017, the Company entered into and closed on an
asset purchase agreement (the Holmdel Agreement) with Holmdel
Pharmaceuticals LP to which the Company acquired the NDA,
trademark and finished goods inventory for InnoPran XL, including
a license to an Orange Book listed patent (the Holmdel Assets).
In consideration for the acquisition of the Holmdel Assets, the
Company paid a purchase price of approximately $31 million. The
Holmdel Agreement contains various customary representations,
warranties, covenants and closing conditions, as well as
customary provisions relating to insurance, indemnity,
confidentiality and other matters.
A press release announcing the acquisition of the Cranford Assets
and the Holmdel Assets is filed with this Current Report on Form
8-K as Exhibit 99.1 and incorporated into this Item 2.01 by
reference.
| Item 2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On February 23, 2017, the Company drew down $30 million from its
credit agreement with Citizens Bank Capital, a division of
Citizens Asset Finance, Inc., dated May 12, 2016 (the Credit
Agreement), and used such proceeds to fund the acquisition of the
Holmdel Assets. Borrowings under the Credit Agreement initially
bear an interest rate equal to a LIBOR rate plus 1.75% per annum.
A summary of the material terms of the Credit Agreement is
included in the Companys Form 8-K filed on May 17, 2016 and such
summary is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| No. | Description | |
| 99.1 |
Press release, dated February 24, 2017, announcing the acquisition of the Cranford Assets and the Holmdel Assets. |
About ANI PHARMACEUTICALS, INC. (NASDAQ:ANIP)
ANI Pharmaceuticals, Inc. is an integrated specialty pharmaceutical company. The Company is engaged in developing, manufacturing and marketing branded and generic prescription pharmaceuticals. The Company’s focused areas of product development include anti-cancer (oncolytics), hormones and steroids, and complex formulations. Its generic products include Esterified Estrogen with Methyltestosterone, Etodolac, Flecainide, Fluvoxamine, Hydrocortisone Enema, Methazolamide, Metoclopramide Syrup, Nimodipine, Opium Tincture, Oxycodone Oral Solution, Propafenone and Vancomycin. Its branded products include Cortenema, Lithobid, Reglan and Vancocin. It has over two pharmaceutical manufacturing facilities located in Baudette, Minnesota that are capable of producing oral solid dose products, as well as liquids and topicals, controlled substances, and potent products. Its two facilities have a combined manufacturing, packaging and laboratory capacity totaling approximately 173,000 square feet. ANI PHARMACEUTICALS, INC. (NASDAQ:ANIP) Recent Trading Information
ANI PHARMACEUTICALS, INC. (NASDAQ:ANIP) closed its last trading session 00.00 at 59.53 with 148,150 shares trading hands.
