Novavax terminates Gavi APA for 350M doses; retains $700M in advances

NOVAVAX INC

Terminated Gavi Advance Purchase Agreement effective Nov 18, 2022, citing material breach for failure to procure 350M doses.
Only ~2M doses ordered under APA; Novavax received $700M in non-refundable advances ($350M in 2021, $350M in 2022).
Novavax maintains Gavi has no right to recover any portion of the $700M due to its breach.
No termination penalties incurred; company had delivered only approximately 2M of the 350M committed doses.

item 1.02

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NOVAVAX INC terminated Advance Purchase Agreement with Gavi Alliance (effective 2022-11-18).

Action: termination
Agreement: supply
Counterparty: Gavi Alliance
Effective: 2022-11-18

Exact text from the filing

On November 18, 2022, Novavax, Inc. (the “Company”) delivered written notice to the Gavi Alliance (“Gavi”) to terminate, effective immediately, the Advance Purchase Agreement, dated May 5, 2021, by and between the Company and Gavi (the “APA”) on the basis of Gavi’s material breach of the APA due to Gavi’s failure to procure the purchase of 350 million doses of NVX-CoV2373 from the Company as required by Section 2.1 of the APA and Gavi’s inability to cure such failure.

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Source: SEC EDGAR

accession 0001104659-22-120848

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