Termination of a Material Definitive Agreement

On November 25, 2019, Brickell Biotech, Inc. (the "Company"), Brickell Subsidiary, Inc., a wholly-owned subsidiary of the Company, and NovaQuest Co-Investment Fund X, L.P. ("NovaQuest") reported that it has entered into a Settlement and Termination Agreement (the "Settlement and Termination Agreement") as a result of the previously disclosed license agreement-related dispute with Bodor Laboratories, Inc. and Nicholas S. Bodor (collectively, "Bodor") (Filing, 8-K, Vical, NOV 25, 2019, View Source [SID1234551651]). The Settlement and Termination Agreement terminates the Funding Agreement, dated as of June 2, 2019 (the "Funding Agreement"), pursuant to which NovaQuest had committed to provide up to $25.0 million in near-term research and development funding to the Company. NovaQuest agreed to cancel and surrender the warrant it previously received in connection with the Funding Agreement, and the Company repaid NovaQuest the $5.6 million advance previously made by NovaQuest including accrued interest. Subject to the mutual indemnity included in the Settlement and Termination Agreement, NovaQuest agreed to waive any and all further Company obligations (including any and all future milestone payments and royalties owed to NovaQuest) and each party agreed to release any and all claims against the other party in respect of the Funding Agreement.

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The foregoing description of the Settlement and Termination Agreement is not complete and is subject to and qualified in its entirety by reference to such agreement, a copy of which is attached to this filing as Exhibit 10.1 and is incorporated herein by reference.