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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Other Events. As previously disclosed, on May 1, 2026, Esperion Therapeutics, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Essence Parent Inc., a Delaware corporation and an affiliate of ArchiMed SAS (“Parent”), and Essence MergerCo Inc., a Delaware corporation and wholly owned subsidiary of Parent (“MergerCo”), pursuant to which, and on the terms and subject to the conditions thereof, MergerCo will merge with and int…
Other Events. As previously disclosed, on May 1, 2026, Esperion Therapeutics, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Essence Parent Inc., a Delaware corporation and an affiliate of ArchiMed SAS (“Parent”), and Essence MergerCo Inc., a Delaware corporation and wholly owned subsidiary of Parent (“MergerCo”), pursuant to which, subject to the terms and conditions thereof, MergerCo will merge with and into the Compa…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. Esperion Therapeutics, Inc. (the “Company”) held its 2026 annual meeting of stockholders on May 28, 2026 (the “Annual Meeting”). As further described under
Entry into a Material Definitive Agreement. Merger Agreement On May 1, 2026, Esperion Therapeutics, Inc. (the “ Company ”) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Essence Parent Inc., a Delaware corporation (“ Parent ”), and Essence MergerCo Inc., a Delaware corporation and wholly owned subsidiary of Parent (“ MergerCo ”), pursuant to which, subject to the terms and conditions thereof, MergerCo will merge with and into the Company with the Company continui…
Completion of Acquisition or Disposition of Assets On March 2, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Corstasis Therapeutics Inc., a Delaware corporation (“Corstasis”), Cirrus Transaction Subsidiary, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”) and certain other parties described therein. Pursuant to the Merger Agreement, on April 2, 2026, the Company completed the merger of Corstasis with and into…
Entry into a Material Definitive Agreement. (a) The Term Loan Facility On April 2, 2026 (the “Closing Date”), Esperion Therapeutics, Inc. (the “Company”) entered into the First Amendment to Credit Agreement (the “Amendment”), by and among the Company, as the borrower, the lenders party thereto and GLAS USA LLC and GLAS Americas LLC, collectively, as the administrative agent for the lenders (the “Administrative Agent”). The First Amendment amends that certain Credit Agreement, dated as of Dece…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under
Regulation FD Disclosure. On April 2, 2026, the Company issued a press release announcing the closing of the Merger, and its entry into the Amendment and the Royalty Purchase Agreement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in this Current Report under Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Entry into a Material Definitive Agreement. Agreement and Plan of Merger On March 2, 2026, Esperion Therapeutics, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Corstasis Therapeutics Inc., a Delaware corporation (“Corstasis”), and Cirrus Transaction Subsidiary, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”). Pursuant to the Merger Agreement, and upon the terms and subject to the conditions thereof, Merge…
by reference. Selected slides from the Company’s presentation are attached as Exhibit 99.2 to this Current Report on Form 8-K and are incorporated herein by reference. The information in this Current Report on Form 8-K, Exhibit 99.1 and Exhibit 99.2 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of New Chief Commercial Officer On November 4, 2025, the board of directors (the “Board”) of Esperion Therapeutics, Inc. (the “Company”) appointed John B. Harlow, Jr. as the Company’s Chief Commercial Officer pursuant to the terms of an employment agreement with Mr. Harlow (the “Harlow Agreement”), effective as of November 17, 2025 (the…
Other Events. On October 7, 2025, the Company issued a press release announcing the Offering. On October 7, 2025, the Company issued a press release announcing that it had priced the Offering. Copies of both press releases are attached hereto as Exhibits 99.1 and 99.2, respectively, and are each incorporated by reference herein. Cautionary Note Regarding Forward Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities…
Entry into a Material Definitive Agreement. On October 7, 2025, Esperion Therapeutics, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Piper Sandler & Co. and Cantor Fitzgerald & Co., as representative of the several underwriters listed on Schedule A thereto (collectively, the “Underwriters”), related to an underwritten public offering (the “Offering”) of 30,000,000 shares (the “Underwritten Shares”) of the Company’s common stock, par value $0.0…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing. Cautionary Note Regardi…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. On July 1, 2025, upon the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors (the “Board”) of Esperion Therapeutics, Inc. (the “Company”) elected Craig Thompson to the Board, effective July 1, 2025. Mr. Thompson will serve as a Class II director with a term expiring at the Company’s annual meeting of stockho…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. Esperion Therapeutics, Inc. (the “Company”) held its 2025 annual meeting of stockholders on May 29, 2025 (the “Annual Meeting”). As further described under
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Departure of current Chief Commercial Officer On April 4, 2025, Esperion Therapeutics, Inc. (the “Company”) announced that Eric Warren was stepping down from his position as Chief Commercial Officer of the Company, effective as of April 18, 2025. Mr. Warren’s decision did not result from a disagreement with the Company on any matter relating to the…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On April 1, 2025, Nicole Vitullo notified the Board of Directors (the “Board”) of Esperion Therapeutics, Inc. (the “Company”) of her decision to resign from the Board, including her positions as a member of the Audit Committee of the Board (the “Audit Committee”) and Compliance Committee of the Board, effective June 1, 2025. Ms. Vitullo’s decision…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Results of Operations and Financial Condition. On January 15, 2025, Esperion Therapeutics, Inc. (the “Company”) announced in its management presentation at the 43 nd Annual J.P. Morgan Healthcare Conference the following financial guidance for the fiscal year ending December 31, 2025, which guidance is based on management’s current expectations for the business: (i) research & development expenses are expected to be in the range of $55 million to $65 million; (ii) selling, general and adminis…
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