Esperion Therapeutics, Inc. (ESPR)
NASDAQHealth CareBiotechnologySnapshot 2026-09-04
NASDAQHealth CareBiotechnologySnapshot 2026-09-04
QuarterlyIQ Insights · ESPR
Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in the Introductory Note and
Entry into a Material Definitive Agreement. Contingent Value Rights Agreement On July 13, 2026, pursuant to the Merger Agreement, Parent and the Company entered into a Contingent Value Rights Agreement with the Rights Agent listed therein (the “ CVR Agreement ”). Each contingent value right (“ CVR ”) represents the right of the holder to participate in contingent cash payments of up to $100 million in the aggregate, without interest and less any applicable tax withholding, upon the achievemen…
Material Modification to Rights of Security Holders. The information in the Introductory Note, Item 2.01, Item 3.01,
Notice of Delisting or Failure to Satisfy a Continuing Listing Rule or Standard; Transfer of Listing. In connection with the consummation of the Merger, on July 13, 2026, the Company (i) notified The Nasdaq Stock Market LLC (“Nasdaq”) of the consummation of the Merger and (ii) requested that Nasdaq file with the Securities and Exchange Commission (the “SEC”) a Notification of Removal from Listing and/or Registration on Form 25 to delist and deregister the shares of Common Stock under Section…
Changes in Control of Registrant. As a result of the consummation of the Merger, a change of control of the Company occurred and the Company became a wholly owned subsidiary of Parent. The information in the Introductory Note and in
Director — J. Martin Carroll, Sheldon L. Koenig, Robert E. Hoffman, Craig Thompson, Jay P. Shepard, Seth H.Z. Fischer: Directors ceased to be directors of the Company as part of a merger.
Completion of Acquisition or Disposition of Assets. As described above, at the Effective Time, on the terms and subject to the conditions set forth in the Merger Agreement, (i) Parent completed its previously announced acquisition of the Company, (ii) the Company became a wholly owned subsidiary of Parent and (iii) each share of common stock, par value $0.001 per share, of the Company (“Common Stock”) issued and outstanding immediately prior to the Effective Time (other than shares of Common…
Termination of a Material Definitive Agreement. On July 13, 2026, in connection with the entry into the Loan Agreement described in
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…
Annual board election with no specific departures or appointments mentioned.
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.
Chief Commercial Officer — John B. Harlow, Jr.: The company appointed a new Chief Commercial Officer from an external hire.
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.
Importance-ranked changes since the prior daily snapshot.
Signal changed from 'mixed' to 'cautious'.
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