Nanophase settles BASF exclusivity litigation, amends supply agreement

SOLESENCE, INC.

Mutual release of all claims in BASF v. Nanophase (NJ Super. Ct. MRS-L-1396-22); case dismissed with prejudice.
Amendment No. 5 clarifies exclusivity: BASF retains field exclusivity for zinc oxide, but Nanophase and Solésence can sell finished products and certain dispersions.
Binding MOU commits Nanophase to develop a modified zinc oxide product for BASF's exclusive purchase (commercially reasonable efforts).
Parties covenant not to sue on settled claims, agree to non-disparagement and confidentiality (subject to SEC disclosure).
Management expects continued growth in API and Solésence finished products with legal uncertainty resolved.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

SOLESENCE, INC. amended Amendment No. 5 to Zinc Oxide Supply Agreement with BASF Corporation valued at Amendment No. 5 to Zinc Oxide Supply Agreement, dated as of September 16, 1999, as amended, and Bind (effective 2024-04-10).

Action: amendment
Agreement: supply
Counterparty: BASF Corporation
Value: Amendment No. 5 to Zinc Oxide Supply Agreement, dated as of September 16, 1999, as amended, and Bind
Effective: 2024-04-10

Exact text from the filing

on April 10, 2024, Nanophase Technologies Corporation (“Nanophase”) and BASF Corporation (“BASF”) entered into an Amendment No. 5 (the “Amendment”) to Zinc Oxide Supply Agreement, dated as of September 16, 1999, as amended (the “Agreement”), and a Binding Memorandum of Understanding regarding Nanophase using its commercially reasonable efforts to develop a modified zinc oxide product for BASF’s exclusive purchase under the Agreement (the “Modified Product MOU”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.85

SOLESENCE, INC. entered into Binding Memorandum of Understanding with BASF Corporation valued at Binding Memorandum of Understanding regarding Nanophase developing modified zinc oxide product for B (effective 2024-04-10).

Action: entry
Agreement: supply
Counterparty: BASF Corporation
Value: Binding Memorandum of Understanding regarding Nanophase developing modified zinc oxide product for B
Effective: 2024-04-10

Exact text from the filing

on April 10, 2024, Nanophase Technologies Corporation (“Nanophase”) and BASF Corporation (“BASF”) entered into an Amendment No. 5 (the “Amendment”) to Zinc Oxide Supply Agreement, dated as of September 16, 1999, as amended (the “Agreement”), and a Binding Memorandum of Understanding regarding Nanophase using its commercially reasonable efforts to develop a modified zinc oxide product for BASF’s exclusive purchase under the Agreement (the “Modified Product MOU”).

View on SEC.gov

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Source: SEC EDGAR

accession 0001171843-24-001961

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