UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 1.01. Entry Into a Material Definitive Agreement.
On December 17, 2020, EyePoint Pharmaceuticals, Inc. (the “Company”) and its wholly owned subsidiary, EyePoint Pharmaceuticals US, Inc., entered into a Royalty Purchase Agreement (the “Agreement”) with SWK Funding, LLC (“SWK”). Pursuant to the Agreement, the Company sold its interest in royalties payable to the Company under its license agreement with Alimera Sciences, Inc. (“Alimera”) in connection with Alimera’s sales of ILUVIEN®. The Company has received a one-time $16.5 million payment from SWK and, in return, SWK is entitled to receive future royalties payable to the Company under the Alimera agreement. The transaction closed on December 17, 2020.
The Company has applied $15.0 million of net proceeds from the transaction against existing long-term debt obligations with CRG Servicing LLC (“CRG”). The remaining $1.5 million will be used to advance product pipeline programs.
Under the Agreement, the Company has agreed to specified covenants, including without limitation covenants regarding the delivery of certain royalty reports, notices, and correspondence with respect to the royalties to SWK, audit and inspection rights, intellectual property matters and compliance with the applicable royalty-bearing agreements. The Agreement also contains representations and warranties, other covenants, indemnification obligations, and other provisions customary for transactions of this nature.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the Agreement, which the Company expects to file as an exhibit to the Company’s Annual Report on Form 10-K for the year ending December 31, 2020.
Item 2.01. Completion of Acquisition or Disposition of Assets.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.
Item 8.01. Other Events.
On December 18, 2020, the Company issued a press release announcing the Agreement. A copy of the press release, which is filed with this Current Report on Form 8-K as Exhibit 99.1, is hereby filed pursuant to this Item 8.01.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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99.1 |
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Press Release of EyePoint Pharmaceuticals, Inc., dated December 18, 2020. |
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104 |
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Cover Page Interactive Data File (embedded within the inline XBRL document). |
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.
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EyePoint Pharmaceuticals, Inc. |
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Date: December 18, 2020 |
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By: |
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/s/ George O. Elston |
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Name: |
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George O. Elston |
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Title |
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Chief Financial Officer and Head of Corporate Development |