Related to Amryt’s acquisition of Aegerion Pharmaceuticals, Inc. in September 2019, Amryt issued Contingent Value Rights (‘‘CVRs’’) pursuant to which up to US $85,000,000 may become payable to Amryt’s shareholders and option-holders who were on the register at September 20, 2019 if certain approval and revenue milestones are met in relation Oleogel-S10.
The CVR’s are divided into three milestones which are related to the success of Oleogel-S10:
No – CVR’s were granted to those who held ordinary shares in Amryt at September 20, 2019 and are a standalone instrument, Amryt’s AIM delisting does not have any effect on CVR’s or the rights attached to them.
100% of the FDA CVR (US $35,000,000 upon FDA approval) would have been due if FDA approval was obtained for Oleogel-S10 before December 31, 2021. If approval is obtained post December 31, 2021 the amount due will be on a sliding scale on a linear basis to zero if approved before July 1, 2022.
100% of the EMA CVR (US $15,000,000 upon EMA approval) would have been due if EMA approval was obtained for Oleogel-S10 before December 31, 2021. As the CHMP positive opinion was received on April 22, 2022 the amount due will be based on a sliding scale on a linear basis to zero if approved before July 1, 2022. The Amryt Board has elected to pay the EMA CVR based on the CHMP positive opinion.
The Loan Notes will be redeemed in full on September 14, 2022 in accordance with the terms and conditions of the CVR Deed Poll and the Deed Poll constituting the Loan Notes (the form of which was appended to the CVR Deed Poll).
The total amount payable to EMA CVR Holders will be approximately USD$5.7million. Each EMA CVR Holder will be issued with one loan note of USD$0.0995 for each CVR you hold (each a “Loan Note”). The certificates for the Loan Notes will be held by the Company’s Registrar, Link Group (“Link”), in electronic form on behalf of each CVR Holder.
The Loan Notes are being held by the Company Registrar. Hard copies are not being posted to CVR Holders and will be kept for 120 days by the Company Registrar in advance of the payment of the EMA CVR by cheque to the EMA CVR Holders.
No, the Loan Notes are not transferable.
No. The Company Registrar will issue a cheque on the Payment Date in the amount due to you.
As per the terms of the CVR Deed Poll, all payments made will be in USD.
Please contact your broker to update your details and if required your broker should inform the Company Registrar, Link Group.
Please contact your broker for further details.
100% of the Revenue CVR (US $35,000,000) will still become due if Oleogel-S10 revenues exceed US $75,000,000 in any 12-month period prior to June 30, 2024.