UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On March 29, 2023, XOMA (US) LLC (“XOMA”), a wholly-owned subsidiary of XOMA Corporation (the “Company”), entered into a Payment Interest Purchase Agreement (the “Agreement”) with Aptevo Therapeutics Inc., a Delaware corporation (“Aptevo”). Pursuant to the Agreement, XOMA has acquired all right, title, and interest to 100% of deferred payments based on net sales of IXINITY, which is marketed by Medexus Pharma, Inc. (“Medexus”) for the control and prevention of bleeding episodes and postoperative management in people with Hemophilia B, 25% of a certain milestone payment, and 50% of certain other milestone payments otherwise payable by Medexus to Aptevo (the “Purchased Receivables”) pursuant to a certain sale agreement dated February 28, 2020, by and between Aptevo and Medexus. In exchange for the Purchased Receivables, XOMA paid Aptevo $9.6 million, and if XOMA receives more than $500,000 of deferred payments attributable to net sales of IXINITY that occur during the first quarter of 2023, XOMA will make a one-time payment of $50,000 to Aptevo.
The Agreement contains certain covenants and representations and warranties regarding the parties’ rights and obligations with respect to the Agreement, indemnification provisions, and customary covenants and representations for a transaction of this nature.
The description of the Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to such Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023.
SIGNATURE
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.
| XOMA CORPORATION | ||||||
| Date: March 30, 2023 | By: | /s/ THOMAS BURNS | ||||
| Thomas Burns | ||||||
| Senior Vice President, Finance and Chief Financial Officer | ||||||