Entry into a Material Definitive Agreement.
On July 25, 2020, Moderna, Inc. (the “Company”) entered into
an amendment (the “Amendment”) to its contract dated April 16,
2020 (the “BARDA Contract”) with the Biomedical Advanced Research
and Development Authority (“BARDA”), a division of the U.S.
Department of Health and Human Services’ Office of the Assistant
Secretary for Preparedness and Response. The Amendment increases
the maximum award from BARDA to the Company under the BARDA
Contract from approximately $483 million to approximately
$955 million. The award under the BARDA Contract, as amended
by the Amendment, is to fund the advancement of the Company’s mRNA
vaccine candidate (mRNA-1273) against the novel coronavirus
(SARS-CoV-2) to potential
licensure, including clinical studies of the candidate and the
manufacture of the candidate for use in these studies. The
Amendment also extends the current period of performance under the
BARDA Contract to August 31, 2023.
The Amendment contains terms and conditions that are customary for
government contracts of this nature, including provisions giving
the government the right to terminate the contract at any time for
The foregoing is a brief description of the material terms of the
Amendment and does not purport to be a complete description of the
rights and obligations of the parties thereunder. The foregoing
description is qualified in its entirety by reference to the
Amendment, which will be filed as an exhibit to the Company’s
Quarterly Report on Form 10-Q for the period ending
September 30, 2020.
Regulation FD Disclosure.
On July 26, 2020, the Company issued a press release
announcing its entry into the Amendment, a copy of which is
furnished as Exhibit 99.1 to this Current Report on Form
The information in this Item 7.01 to this Current Report on Form
8-K, and in Exhibit 99.1
furnished herewith, shall not be deemed to be “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the
liabilities of that section, nor shall such information be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in such a filing.
Financial Statements and Exhibits.