Potomac Amendment

12 Months Ended

Dec. 31, 2020

Investments, All Other Investments [Abstract]

Potomac Amendment

Potomac Amendment

    On April 12, 2017 (the “Potomac Effective Date”), the Company and Potomac Construction Limited (“Potomac”) entered into an amendment (the “Potomac Amendment”) to the following investment agreements with Potomac to provide for (in the case of Potomac Agreement No. 1 and Potomac Agreement No. 2 ), or modify (in the case of Potomac Agreement No. 3, Potomac Agreement No. 4 and Potomac Agreement No. 5 (each as defined below)), the Company’s right to buyback the Interest (as defined in each Potomac Amendment) in each Potomac Agreement (as defined below) from Potomac: (i) that certain Investment Agreement, dated as of April 16, 2013, as clarified by that certain letter agreement dated October 15, 2014 (“Potomac Agreement No. 1”); (ii) that certain Investment Agreement, dated as of May 30, 2013, as clarified by that certain letter agreement dated October 15, 2014 (“Potomac Agreement No. 2”); (iii) that certain Investment Agreement, dated as of September 9, 2014, as clarified by that certain letter agreement dated October 15, 2014 (“Potomac Agreement No. 3”); (iv) that certain Investment Agreement, dated as of October 31, 2014, as clarified by that certain letter agreement dated October 31, 2014 (“Potomac Agreement No. 4”); and (v) that certain Investment Agreement, dated as of December 8, 2015 (“Potomac Agreement No. 5”) ((i)–(v) collectively, the “Potomac Agreements” and, each, a “Potomac Agreement”).

     Under all of the Potomac Agreements listed above, any buyback rights provided in the Potomac Agreements or the Potomac Amendment have expired as of December 31, 2020.

    The Company granted Potomac the right to receive 2.5525% of the Net Profit (as defined in the Potomac Agreements) generated from OPNT003 (as defined in the Potomac Amendment). In the event that the Company is sold, Potomac will receive 2.5525% of the net proceeds of such sale, after the deduction of all expenses and costs related to such sale. Additionally, from the Potomac Effective Date until the four year anniversary of the Potomac Effective Date (the “Potomac OPNT003 Interest Buyback Expiration Date”), the Company may buyback all or any portion of the OPNT003 Interest (as defined in the Potomac Amendment) upon written notice to Potomac (the “Potomac OPNT003 Interest Buyback Notice), at the price of $382,875 per 2.5525% of OPNT003 Interest (the “Potomac OPNT003 Interest Buyback Amount”); provided, that in the event the Potomac OPNT003 Interest Buyback Notice is provided within 2.5 years of the Potomac Effective Date, the Company shall pay Potomac two times the Potomac OPNT003 Interest Buyback Amount within ten business days of providing the Potomac OPNT003 Interest Buyback Notice; provided, further, that, in the event the Potomac OPNT003 Interest Buyback Notice is provided after 2.5 years of the Potomac Effective Date and on or prior to the Potomac OPNT003 Interest Buyback Expiration Date, the Company will pay Potomac 3.5 times the Potomac OPNT003 Interest Buyback Amount within ten business days of providing the Potomac OPNT003 Interest Buyback Notice. During September, 2019, we notified Potomac of our intent to exercise our right to buy back the entire 2.5525% OPNT003 Interest at the Buyback amount of $765,500. The payment was made in October 2019.