Item 1.01 Entry into a Material Definitive Agreement.

On June 17, 2020, Akorn, Inc. (the "Company") entered into a Share Purchase Agreement (the "SPA") by and among the Company, WorldAkorn Pharma Mauritius (together with the Company, the "Sellers"), Akorn India Private Limited ("Akorn India") and Biological E. Limited (the "Purchaser"). Pursuant to the SPA, the Sellers have agreed to sell to the Purchaser 100% of the share capital of Akorn India for $10 million in cash, subject to withholding taxes, if any, and adjustment for certain net working capital items, as specified in the SPA. Akorn India owns a manufacturing plant in Paonta Sahib, Himachal Pradesh. The sale of the Company's equity interests in Akorn India is subject to the approval of the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court").

The Purchaser's obligation to consummate the purchase is subject to the fulfilment of certain conditions precedent by the Sellers and Akorn India, including the Company obtaining an approval order from the Bankruptcy Court.

The foregoing description of the material terms of the SPA is qualified in its entirety by reference to the full text of the SPA, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The SPA was filed to provide investors and security holders with information regarding the terms, provisions, conditions, and covenants of that agreement and is not intended to provide any other factual information respecting the Company or its subsidiaries. In particular, the SPA contains representations and warranties made to and solely for the benefit of the parties thereto, allocating among themselves various risks of the transactions. The assertions embodied in those representations and warranties are qualified or modified by information in disclosure schedules that the parties exchanged upon execution of the SPA. Moreover, information concerning the subject matter of the representations and warranties may have changed after the date of the SPA, which subsequent information may or may not be fully reflected in our public disclosures. Security holders are not third-party beneficiaries under the SPA and should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Company or its subsidiaries.

Item 9.01 Financial Statements and Exhibits.






 (d) Exhibits.




Exhibit
  No.      Description
  10.1       Share Purchase Agreement, dated June 17, 2020, by and among Akorn,
           Inc., WorldAkorn Pharma Mauritius, Akorn India Private Limited and
           Biological E. Limited.
  104      Cover Page Interactive Data File (embedded within the Inline XBRL
           document)

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