I just re-read it to make sure but they didn't say it's contingent on the MAA being approved. Please quote me the line if you think they did. All they said was the below so please don't state otherwise and confuse the issue.
The transaction is expected to close as soon as certain legal conditions are fulfilled.
Yes Kab, I believe that so long as there remain outstanding unsatisfied contingencies, it has not crossed the threshold of materiality - so no 8-K requirement is triggered. The most obvious such contingency is the approval of the MAA.
Since the deal includes an acceleration of payment if and when MAA approval happens, it is impossible that is a condition of the deal.