--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-085605" form_type: "8-K" ticker: null cik: "0001641640" company_name: "Nabriva Therapeutics plc" filed_at: "2023-07-31T23:59:59+00:00" generated_at: "2026-06-12T22:05:28.972527+00:00" event_type: "m_and_a" sentiment: "negative" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Nabriva sells lefamulin China rights to Sumitomo Pharma for $15M; directors resign, company winds down ## Summary - Sumitomo Pharma pays $15M upfront: $10.4M to settle CMO obligations, $1.8M held back for indemnification. - All four directors (Colin Broom, Carrie Bourdow, Lisa Dalton, Mark Corrigan) resigned immediately after closing. - Post-closing operations limited to bridge support obligations, exploring sale of remaining assets, and wind-down. - Bridge period through March 2024 (extendable to Sep 2024) with $2M pre-funded expense reimbursement from Sumitomo. - XENLETA and CONTEPO are remaining assets; no guidance on shareholder recovery in wind-down process. ## SEC filing metadata - accession: 0001104659-23-085605 - form_type: 8-K - cik: 0001641640 - company_name: Nabriva Therapeutics plc - filed_at: 2023-07-31T23:59:59+00:00 - event_type: m_and_a - sentiment: negative - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 1.02, 2.01, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/tm2322342d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-085605 - JSON: https://secwatch.observer/filing/0001104659-23-085605.json - Plain text: https://secwatch.observer/filing/0001104659-23-085605.txt ## Key facts - Executive change Carrie Bourdow resigned as Director at Nabriva Therapeutics plc. - Action: resigned - Role: Director source text: On July 30, 2023, immediately following the closing of the Transaction, each of Colin Broom, Carrie Bourdow, Lisa Dalton and Mark Corrigan (collectively, the “Departing Directors”) resigned from the Company’s Board of Directors and from all committees of the Board of Directors on which such directors served. evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - Executive change Lisa Dalton resigned as Director at Nabriva Therapeutics plc. - Action: resigned - Role: Director source text: On July 30, 2023, immediately following the closing of the Transaction, each of Colin Broom, Carrie Bourdow, Lisa Dalton and Mark Corrigan (collectively, the “Departing Directors”) resigned from the Company’s Board of Directors and from all committees of the Board of Directors on which such directors served. evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - Executive change Mark Corrigan resigned as Director at Nabriva Therapeutics plc. - Action: resigned - Role: Director source text: On July 30, 2023, immediately following the closing of the Transaction, each of Colin Broom, Carrie Bourdow, Lisa Dalton and Mark Corrigan (collectively, the “Departing Directors”) resigned from the Company’s Board of Directors and from all committees of the Board of Directors on which such directors served. evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - Executive change Colin Broom resigned as Director at Nabriva Therapeutics plc. - Action: resigned - Role: Director source text: On July 30, 2023, immediately following the closing of the Transaction, each of Colin Broom, Carrie Bourdow, Lisa Dalton and Mark Corrigan (collectively, the “Departing Directors”) resigned from the Company’s Board of Directors and from all committees of the Board of Directors on which such directors served. evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - M&A Transactions Nabriva Therapeutics plc completed a disposition involving Sumitomo Pharma Co., Ltd. for $15.0 million (closed 2023-07-30). - Action: disposition - Counterparty: Sumitomo Pharma Co., Ltd. - Consideration: $15.0 million - Closing: 2023-07-30 source text: the execution of the Asset Purchase Agreement. Under the terms of the Asset Purchase Agreement, the Purchaser agreed to pay to the Company an upfront cash payment of $15.0 million upon the closing of the Transaction, of which (i) $1.8 million was held back by the Purchaser as security for potential indemnification claims by the Purchaser (the “Holdback evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - Material Agreements Nabriva Therapeutics plc terminated license agreement and related agreements with affiliates of sumitomo pharma with Sumitomo Pharmaceuticals (Suzhou) valued at termination of license agreement for lefamulin in territory (effective 2023-07-30). - Action: termination - Agreement: license - Counterparty: Sumitomo Pharmaceuticals (Suzhou) - Value: termination of license agreement for lefamulin in territory - Effective: 2023-07-30 source text: In addition, in connection with the closing of the Transaction and as contemplated by the Asset Purchase Agreement, the Company terminated its license agreement and certain related agreements with certain affiliates of the Purchaser, including Sumitomo Pharmaceuticals (Suzhou), pursuant to which the Sellers previously had granted an exclusive license to develop and commercialize, and a non-exclusive license to manufacture, certain products containing lefamulin in the Territory. evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm - Material Agreements Nabriva Therapeutics plc entered into asset purchase agreement with sumitomo pharma with Sumitomo Pharma Co., Ltd. valued at $15 million upfront cash payment (effective 2023-07-30). - Action: entry - Agreement: asset purchase - Counterparty: Sumitomo Pharma Co., Ltd. - Value: $15 million upfront cash payment - Effective: 2023-07-30 source text: On July 30, 2023, Nabriva Therapeutics plc (the “Company”) and its wholly-owned subsidiaries, Nabriva Therapeutics Ireland Designated Activity Company (“Nabriva Ireland”), Nabriva Therapeutics US, Inc. and Nabriva Therapeutics GmbH (collectively, the “Sellers”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Sumitomo Pharma Co., Ltd. (the “Purchaser”), pursuant to which the Purchaser agreed to (i) purchase, among other things, the Seller’s assets and rights related to the development, manufacture, marketing and commercialization of lefamulin in the People’s Republic of China, Hong Kong, Macau and Taiwan (the “Territory”) and (ii) assume certain liabilities related to the acquired assets (the “Transaction”). evidence_url: https://www.sec.gov/Archives/edgar/data/1641640/000110465923085605/0001104659-23-085605-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.