UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On November 24, 2020, Arcutis Biotherapeutics, Inc. (“Arcutis” or the “Company”) entered into a Supply Agreement (the “Supply Agreement”) with Interquim, S.A. (“Interquim”) for the manufacture and supply of Roflumilast, the active pharmaceutical ingredient (API) in ARQ-151 and ARQ-152. Pursuant to the terms of the Supply Agreement, Interquim has agreed to manufacture and supply the API in accordance with specifications and quality standards established by the parties and the Company has agreed to purchase from Interquim no less than ninety percent (90%) of its annual API requirements. The initial term of the Supply Agreement is five (5) years commencing on the effective date of the Agreement, subject to extension based on certain regulatory determinations, and will automatically renew for successive one (1) year terms unless earlier terminated. The Supply Agreement may be terminated by either party upon sixty (60) days written notice of an uncured material breach. The Company may also terminate the Supply Agreement with six (6) months’ written notice in the event it decides to discontinue use of the formulation using the API.
The Supply Agreement contains, among other provisions, representation and warranties, indemnification obligations, confidentiality, audit and inspection, and intellectual property sharing provisions in favor of each party that are customary for an agreement of this nature.
The foregoing summary of the material terms of the Supply Agreement is qualified in its entirety by the terms of the Supply Agreement, which will be filed as an exhibit to the Company’s Annual Report of the year ended December 31, 2020.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ARCUTIS BIOTHERAPEUTICS, INC. | ||||||
| Date: January 15, 2021 | By: | /s/ John W. Smither | ||||
| John W. Smither | ||||||
| Chief Financial Officer | ||||||