ObsEva SA announced the sale of all of the Company's rights to Ebopiprant to XOMA Corporation (XOMA) for an upfront payment of $15 million and future milestone payments of up to $98 million. ObsEva expects the sale proceeds to resolve its current over-indebtedness position, enabling the Company to withdraw the Company's previously announced moratorium proceedings before Swiss courts, as well as position the Company to regain compliance with minimum stockholders' equity requirements for continued listing on The Nasdaq Stock Market (“Nasdaq”). Under the terms of the agreement with XOMA, ObsEva has sold and assigned all its rights to Ebopiprant, an investigational, orally active, selective prostaglandin F2a (PGF2a) receptor antagonist being evaluated as a potential treatment for preterm labor by reducing inflammation and uterine contractions, to XOMA, including the Company's license agreements with Organon and Merck KGaA, Darmstadt, Germany, and the intellectual property estate.

In addition to the $15 million received in upfront proceeds, ObsEva is eligible to receive up to $98 million upon the achievement of certain development and regulatory milestones and sales milestones under the Company's license agreement with Organon for Ebopiprant that was sold to XOMA in the transaction. In July 2021, ObsEva granted a license to Organon for the global development, manufacturing, and commercial rights to Ebopiprant. In conjunction with the closing of the transaction, ObsEva and JGB Management Inc. (“JGB”) entered into a Consent and Amendment Agreement (the “Consent”), whereby JGB consented to ObsEva's transaction with XOMA, and ObsEva agreed to maintain restricted cash equal to the total amount of outstanding principal under the outstanding convertible notes held by certain funds and accounts managed by JGB, subject to reduction upon conversion or payoff of the notes, and agreed to amend the maturity date for each note to December 31, 2023.

Further information with respect to the Consent will be provided in a Form 6-K filed by ObsEva with the Securities and Exchange Commission on November 22, 2022.