UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 8.01 | Other Events. |
As previously disclosed in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, Amneal Pharmaceuticals, Inc. (the “Company”) entered into a final settlement agreement that, if approved by the court, would fully resolve a stockholder derivative action brought on behalf of the Company in the matter captioned Russell Thiele, et al. v. Kashiv Biosciences, LLC, et al., pending in the Court of Chancery of the State of Delaware (the “Court”). On May 2, 2023, the parties to the action submitted a Stipulation and Agreement of Settlement, which was resubmitted on May 12, 2023, setting forth the terms and conditions of the proposed settlement (the “Settlement”) to the Court for its approval. Pursuant to the Settlement, the Company has agreed to amend the January 11, 2021 Membership Interest Purchase Agreement with Kashiv to reduce certain royalties on future sales payable by Kashiv, adopt certain governance changes, and pay to Plaintiffs’ counsel a court-ordered attorneys fees and expense award in an amount not to exceed $2 million.
On May 15, 2023, the Court entered a Scheduling Order pursuant to which a hearing (the “Settlement Hearing”) will be held on July 25, 2023 at 11 a.m. Eastern Time, in the Court at Leonard L. Williams Justice Center, 500 North King Street, Wilmington, Delaware 19801 (or by telephonic or video means as may be designated by the Court). The Scheduling Order also approved the form and content of the Notice of Pendency of Settlement of Derivative Action (the “Notice”), filed herewith, which provides notice to the Company’s current stockholders of their rights in connection with the Settlement, including the right to attend and participate in the Settlement Hearing.
Pursuant to the Court’s Scheduling Order, the Notice and Stipulation and Agreement of Settlement are also available on the “Investor Relations” page of the Company’s website (http://investors.amneal.com). The reference to our website is an inactive textual reference only, and the information provided on our website is not part of this Current Report on Form 8-K and therefore is not incorporated by reference into this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibits are furnished herewith:
| Exhibit |
Description | |
| 99.1 | Notice of Pendency of Settlement of Derivative Action | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL | |
SIGNATURES
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.
| Date: May 19, 2023 | AMNEAL PHARMACEUTICALS, INC. | |||||
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By: | /s/ Jason Daly | ||||
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Name: | Jason Daly | ||||
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Title: | Senior Vice President, Chief Legal Officer and Corporate Secretary | ||||