SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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|Item 1.02.|| |
Termination of a Material Definitive Agreement.
As previously disclosed, on August 6, 2020, Merus N.V. (the “Company”) entered into an Open Market Sale Agreementsm (the “Sales Agreement”), with Jefferies LLC (“Jefferies”), to sell, at its option, its common shares, par value €0.09 per share (the “Common Shares”), having aggregate gross sales proceeds of up to $75 million, from time to time, through an “at the market” equity offering program under which Jefferies acted as sales agent.
On January 20, 2021, the Company delivered written notice to Jefferies, effective as of such date, to terminate the Sales Agreement, pursuant to Section 7(b)(i) thereof. The Company is not subject to any termination penalties related to the termination of the Sales Agreement. During the three months ended December 31, 2020, the Company sold 2,451,281 Common Shares under the Sales Agreement for gross proceeds of $39.5 million.
A copy of the Sales Agreement was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 7, 2020 (the “Prior Form 8-K”). The description of the Sales Agreement contained in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the copy of the Sales Agreement filed as Exhibit 10.1 to the Prior Form 8-K.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Date: January 20, 2021||By:|
|Name:||Sven (Bill) Ante Lundberg|
|Title:||President, Chief Executive Officer and Principal Financial Officer|