Adagio Medical Holdings, Inc 8-K, filed Feb 5, 2025
Adagio Medical Holdings, Inc. (ADGM)
About this 8-K
Adagio Medical Holdings, Inc filed this 8-K on February 5, 2025, reporting on events of January 30, 2025.
Items reported
- Item 1.02: Ended a material agreement
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SECURITIES AND EXCHANGE COMMISSION
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Item 1.02 Termination of a Material Definitive Agreement
On January 30, 2025, Adagio Medical Holdings, Inc. (the “Company”) provided formal notice to Fjord Ventures LLC (“Fjord”) of its intent to terminate the Facilities and Services Agreement, dated as of June 1, 2011, as amended, by and between Adagio Medical Inc. and Fjord (the “Agreement”), filed as Exhibit 10.27 to the Company’s Form S-4 filed with the Securities and Exchange Commission (the “SEC”) on April 19, 2024, which is incorporated by reference herein. The notice of termination was provided in accordance with the termination provisions outlined in the Agreement. The Agreement will terminate effective July 30, 2025 (the “Termination Date”), which is 180 days from January 31, 2025. The termination is due to the Company no longer needing the services provided under the Agreement.
The Agreement provided for various services and facilities to be rendered by Fjord to the Company. These services included employee benefits plan administration, administrative support, IT services, and the provision of office space and supplies.
In addition to the Agreement, the Company also sub-leases approximately 4,992 square feet of office and manufacturing space in Laguna Hills, California from Fjord. On March 31, 2024, the sub-lease with Fjord expired.
The Company has expressed its willingness to negotiate a new agreement with Fjord in the future for any ongoing services or facility space needs beyond the Termination Date.
SIGNATURE
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.
Dated: February 5, 2025
| Adagio Medical Holdings, Inc. | ||
| By: | /s/ John Dahldorf | |
| Name: | John Dahldorf | |
| Title: | Chief Financial Officer | |