NANOPHASE TECHNOLOGIES CORPORATION (OTCMKTS:NANX) Files An 8-K Entry into a Material Definitive Agreement

NANOPHASE TECHNOLOGIES CORPORATION (OTCMKTS:NANX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On June 8, 2021, Solesence, LLC (“Solésence”), a wholly-owned subsidiary of Nanophase Technologies Corporation, entered into an Exclusive Supply Agreement (the “Supply Agreement”), effective April 1, 2021 with Ilia Beauty, Inc. (“Ilia”). to the Supply Agreement, Solésence has agreed to sell certain skincare products to Ilia on an exclusive basis. The Supply Agreement includes non-binding sales forecasts and requires Ilia to make additional purchases or payments to Solésence if Ilia does not purchase a certain percentage of the forecasted sales in a given year. If actual purchases do not meet the forecasts during the first two years of the term of the Supply Agreement, the parties may renegotiate or terminate the Supply Agreement. Price increases are capped under the Supply Agreement and if actual sales exceed forecasted sales for a given year, prices will be discounted in the following year.

The Supply Agreement has an initial term of three years from April 1, 2021 and will automatically renew for additional one-year terms unless Ilia provides 90 days’ advance written notice of its intent to terminate. Either party may terminate the Supply Agreement, subject to the right to cure, on 30 days’ written notice due to a material breach by the other party.

This Item 1.01 is qualified in its entirety by reference to the complete text of the Supply Agreement, which is filed, with confidential portions redacted, as an exhibit to this current report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d)       Exhibits.

10.1 Exclusive Supply Agreement, effective April 1, 2021, between Solesence, LLC and Ilia Beauty, Inc.*

* Confidential portions of this exhibit have been redacted.


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Nanophase Technologies Corporation is a materials and applications developer and commercial manufacturer with an integrated family of materials technologies. The Company produces engineered nano and sub-micron materials for use in a range of markets, including personal care, including sunscreens, architectural coatings, industrial coating applications, abrasion-resistant additives, plastics additives, medical diagnostics, energy, and a range of surface finishing technologies (polishing) applications, including optics. The technologies are designed to offer nanomaterial solutions for a targeted market or a specific customer application. The Company’s nanomaterials platform includes over two distinct manufacturing processes (Plasma Vapor Synthesis (PVS) and NanoArc Synthesis (NAS)) to make nanomaterials or nanoparticles. The Company’s products include Aluminum Oxide, Antimony Tin Oxide, Bismuth Oxide, Cerium Oxide, Iron Oxide and Zinc Oxide.

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