UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 21, 2023
EMERGENT BIOSOLUTIONS INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-33137 | | 14-1902018 |
| (State or other jurisdiction | | (Commission File Number) | | (IRS Employer |
| of incorporation) | | | | Identification No.) |
400 Professional Drive, Suite 400,
Gaithersburg, Maryland 20879
(Address of principal executive offices, including zip code)
(240) 631-3200
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, Par Value $0.001 per share | EBS | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events
On November 21, 2023, Emergent Product Development Gaithersburg Inc., a wholly owned subsidiary of Emergent BioSolutions Inc. (together with all its wholly owned subsidiaries, “Emergent”), received a contract option (“Modification No. 16”) of the BARDA AV7909 Contract (as defined below) from the Office of the Assistant Secretary for Preparedness and Response, an agency of the U.S. Department of Health and Human Services, exercising an option valued at $75 million for Emergent to procure additional doses of newly licensed CYFENDUS™ (Anthrax Vaccine Adsorbed, Adjuvanted) (previously known as “AV7909”). This modification relates to Emergent’s AV7909 development and procurement contract with the Biomedical Advanced Research and Development Authority (“BARDA”), which became effective on September 30, 2016 (the “BARDA AV7909 Contract”) and has been modified from time to time. Deliveries of CYFENDUS™ are expected to begin this calendar year and be complete by the end of the first quarter of 2024.
The preceding description of Modification No. 16 does not purport to be complete and is qualified in its entirety by reference to the full text of Modification No. 16. Modification No. 16, with relevant redactions to protect confidential and sensitive information, is expected to be filed as an exhibit to Emergent’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The BARDA AV7909 Contract is filed as a material agreement of Emergent as exhibit 10.54 with Emergent’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
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| Exhibit No. | | Description |
| 99.1 | | |
| 104 | | 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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| EMERGENT BIOSOLUTIONS INC. |
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| Dated: November 28, 2023 | By: | /s/ RICHARD S. LINDAHL |
| | Name: Richard S. Lindahl
Title: Executive Vice President, Chief Financial
Officer and Treasurer |
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