SECURITIES AND EXCHANGE COMMISSION
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|Item 8.01|| |
On May 13, 2021, Guardant Health, Inc. (the “Company”) entered into a binding term sheet (the “Term Sheet”) with Foundation Medicine, Inc. (“FMI,” now a subsidiary of Roche Holdings, Inc.), which upon execution of a definitive settlement agreement, will result in the dismissal of all pending patent litigation between the parties regarding the Company’s digital sequencing technology patents (collectively, the “Patents”). Under the Term Sheet, FMI will pay the Company $25 million as well as certain royalties for the remaining term of the Patents, while the Company will grant FMI a non-exclusive license to the Patents.
This Current Report on Form 8-K contains forward-looking statements within the meaning of federal securities laws, such as statements about final court approval of the settlement and entry into a definitive settlement agreement. These statements are based on current expectations and assumptions, and actual outcomes and results could differ materially from these statements due to a number of factors. Additional risks and uncertainties that could cause actual results to differ materially from those indicated by the forward-looking statements made in this Current Report on Form 8-K include those discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and in its other reports filed with the Securities and Exchange Commission. The forward-looking statements in this Current Report on Form 8-K are based on information available to the Company as of the date hereof, and the Company disclaims any obligation to update any forward-looking statements provided to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based, except as required by law. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this Current Report on Form 8-K.
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.
|GUARDANT HEALTH, INC.|
|Date: May 17, 2021|
|John G. Saia|
|Senior Vice President, General |
Counsel and Corporate Secretary