8 unchanged sentences
The amended complaint defines the purported class as those stockholders who purchased the Company’s securities between February 24, 2021 and October 19, 2021.
−Removed: On April 25, 2022, defendants filed a motion to dismiss the consolidated amended complaint.
+Added: On April 25, 2022, the defendants filed a motion to dismiss the consolidated amended complaint.
On December 12, 2022, the Maryland Court issued a ruling granting in part and denying in part defendants’ motion to dismiss.
2 unchanged sentences
On December 27, 2022, the Company filed its answer and affirmative defenses.
−Removed: After the Sinnathurai Action was filed, seven derivative lawsuits were filed:
+Added: After the Sinnathurai Action was filed, eight derivative lawsuits were filed:
(i) Robert E.
4 unchanged sentences
Erck, et al., No.
−Removed: 8:22-cv-00024-TDC (the “Kirst Action”), (iv) Amy Snyder v.
+Added: C-15-CV-21-000618 (the “Kirst Action”), (iv) Amy Snyder v.
Erck, et al., No.
3 unchanged sentences
1:22-cv-01417-TDC (the “Blackburn Action”), (vi) Diego J.
−Removed: (the “Mesa Action”), and (vii) Sean Acosta v.
−Removed: (the “Acosta Action”).
+Added: Erck, et al., No.
+Added: 2022-0770-NAC (the “Mesa Action”), (vii) Sean Acosta v.
+Added: Erck, et al., No.
+Added: 2022-1133-NAC (the “Acosta Action”), and (viii) Jared Needelman v.
+Added: Erck, et al., No.
+Added: C-15-CV-23-001550 (the “Needelman Action”).
The Meyer, Yung, Snyder, and Blackburn Actions were filed in the Maryland Court.
The Kirst Action was filed in the Circuit Court for Montgomery County, Maryland, and shortly thereafter removed to the Maryland Court by the defendants.
+Added: The Needleman Action was also filed in the Circuit Court for Montgomery County, Maryland.
The Mesa and Acosta Actions were filed in the Delaware Court of Chancery (the “Delaware Court”).
12 unchanged sentences
The plaintiffs filed their opposition to the motion to dismiss on April 11, 2023.
−Removed: Defendant’s reply brief in further support of their motion to dismiss is due by May 11, 2023.
+Added: Defendants filed their reply brief in further support of their motion to dismiss on May 11, 2023.
On July 21, 2022, the Maryland Court issued a memorandum opinion and order remanding the Kirst Action to state court.
6 unchanged sentences
On October 3, 2022, the Delaware Court entered an order granting the parties’ request to stay all proceedings and deadlines in the Mesa Action pending the earlier of dismissal of the Sinnathurai Action or the filing of an answer to the operative complaint in the Sinnathurai Action.
−Removed: On January 9, 2023, the court entered an order granting the parties’ request to set a briefing schedule in connection with a motion to stay that defendants intended to file.
−Removed: Pursuant to the order, defendants filed a motion to stay on January 18, 2023.
−Removed: The plaintiff filed his opposition on February 8, 2023.
−Removed: Defendants filed their reply on February 22, 2023.
−Removed: On February 28, 2023, the court granted Defendants’ motion and stayed the Mesa Action pending the entry of a final, non-appealable judgment in the Second Consolidated Derivative Action.
+Added: On January 9, 2023, following the ruling on the motion to dismiss the Sinnathurai Action, the Delaware Court entered an order granting the Mesa Action parties’ request to set a briefing schedule in connection with a motion to stay by defendants.
+Added: On February 28, 2023, the court granted the defendants’ motion and stayed the Mesa Action pending the entry of a final, non-appealable judgment in the Second Consolidated Derivative Action.
On December 7, 2022, the Acosta Action was filed.
1 unchanged sentence
On March 9, 2023, the court entered an order granting the parties’ request to stay the Acosta Action pending the entry of a final, non-appealable judgment in the Second Consolidated Derivative Action.
+Added: On June 28, 2023 the Company, along with representatives from its insurance carriers, met with the plaintiffs and the plaintiffs of the Sinnathurai Action in mediation to engage in potential settlement discussions.
+Added: The parties continue to discuss whether an amicable resolution is possible.
+Added: On April 17, 2023, the Needelman Action was filed.
+Added: On July 12, 2023, the parties filed a stipulation and proposed order to stay the Needelman Action pending the Maryland Court’s decision on the motion to dismiss in the Second Consolidated Derivative Action.
The financial impact of this claim, as well as the claims discussed above, is not estimable.
17 unchanged sentences
The Company filed its responsive brief on January 30, 2023 and the appellant filed his reply brief on February 14, 2023.
−Removed: The financial impact of this claim, as well as the claims discussed above, is not estimable.
+Added: On June 8, 2023, the Supreme Court affirmed the Court of Chancery’s denial of the plaintiff’s fee application.
+Added: The case was closed on June 26, 2023.
On March 29, 2022, Par Sterile Products, LLC (“Par”) submitted a demand for arbitration against the Company with the American Arbitration Association, alleging that the Company breached certain provisions of the Manufacturing and Services Agreement (the “Par MSA”) that the Company entered into with Par in September 2020 to provide fill-finish manufacturing services for NVX-CoV2373.
2 unchanged sentences
Because Par and its parent company, Endo International plc, are parties to Chapter 11 bankruptcy proceedings, the Settlement Agreement and Release of Claims and the payment due thereunder required, and subsequently received, approval from the bankruptcy court.
−Removed: The Company has made the payment required by the Settlement Agreement and Release of Claims, and, subject to the non-occurrence of certain contingencies, the arbitration will be dismissed on or about July 13, 2023.
+Added: The Company has made the payment required by the Settlement Agreement and Release of Claims, and the arbitration was dismissed with prejudice following a joint motion by Par and Novavax on August 1, 2023.
On November 18, 2022, the Company delivered written notice to Gavi to terminate the Gavi APA based on Gavi’s failure to procure the purchase of 350 million doses of NVX-CoV2373 from the Company as required by the Gavi APA.
2 unchanged sentences
Gavi also contends that, based on its purported termination of the Gavi APA, it is entitled to a refund of the Advance Payment Amount less any amounts that have been credited against the purchase price for binding orders placed by a buyer participating in the COVAX Facility.
−Removed: As of December 31, 2022, the remaining Gavi Advance Payment Amount of $697.4 million, pending resolution of the dispute with Gavi related to a return of the remaining Advance Payment Amount, was reclassified from Deferred revenue to Other current liabilities in the Company’s consolidated balance sheet.
+Added: Since December 31, 2022, the remaining Gavi Advance Payment Amount, which is $696.4 million as of June 30, 2023, pending resolution of the dispute with Gavi related to a return of the remaining Advance Payment Amount, has been classified within Other current liabilities in the Company’s consolidated balance sheet.
On January 24, 2023, Gavi filed a demand for arbitration with the International Court of Arbitration based on the claims described above.
1 unchanged sentence
On April 5, 2023, Gavi filed its Reply to the Company’s Counterclaims.
+Added: The arbitration hearing is scheduled for July 2024, with a written decision to follow.
Arbitration is inherently uncertain, and while we believe that we are entitled to retain the remaining Advance Payment Amount received from Gavi, it is possible that we could be required to refund all or a portion of the remaining Advance Payment Amount from Gavi.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.