Biohaven Ltd. Files 8-K with Corporate Updates

TL;DR

Biohaven Ltd. filed an 8-K on Aug 16, 2024, updating corporate info. Nothing major, just housekeeping.

AI Summary

Biohaven Ltd. filed an 8-K on August 16, 2024, reporting other events and financial statements. The filing details the company's corporate structure, including its former name Biohaven Research Ltd. and its incorporation in the British Virgin Islands. The principal executive offices are located at 215 Church Street, New Haven, Connecticut.

Why It Matters

This filing provides essential corporate information and updates for Biohaven Ltd., which is important for investors and stakeholders to understand the company's current status and structure.

Risk Assessment

Risk Level: low — The filing is a routine corporate update and does not appear to contain any significant new risks or material adverse information.

Key Players & Entities

• Biohaven Ltd. (company) — Registrant
• August 16, 2024 (date) — Date of Report
• Biohaven Research Ltd. (company) — Former Company Name
• British Virgin Islands (location) — Jurisdiction of Incorporation
• 215 Church Street, New Haven, Connecticut (address) — Principal Executive Offices

FAQ

Key Financial Figures

• $300.0 million — additional aggregate offering price of $300.0 million of its common shares, without par value
• $300 million — termination provisions. The additional $300 million aggregate offering price of Common Shar

Filing Documents

• bhvn-20240816.htm (8-K) — 27KB
• exhibit12-atm8xk81624.htm (EX-1.2) — 28KB
• exhibit51-atm8xk81624.htm (EX-5.1) — 26KB
• image_0.jpg (GRAPHIC) — 38KB
• 0001628280-24-037568.txt ( ) — 265KB
• bhvn-20240816.xsd (EX-101.SCH) — 2KB
• bhvn-20240816_lab.xml (EX-101.LAB) — 21KB
• bhvn-20240816_pre.xml (EX-101.PRE) — 12KB
• bhvn-20240816_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On August 16, 2024, Biohaven Ltd. (the "Company") entered into Amendment No. 1 ("Amendment No. 1") to the Equity Distribution Agreement, dated October 2, 2023 (the "Original Equity Distribution Agreement" and, as amended by Amendment No. 1, the "Equity Distribution Agreement"), with J.P. Morgan Securities LLC, as manager (the "Manager"), pursuant to which the Company may sell, from time to time, up to an additional aggregate offering price of $300.0 million of its common shares, without par value (the "Common Shares"), in an "at-the-market" equity offering program through the Manager. Sales of the Common Shares made pursuant to the Equity Distribution Agreement, if any, may be made by means of ordinary brokers' transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of sale or negotiated transactions, or as otherwise agreed with the Manager. Actual sales will depend on a variety of factors to be determined by the Company from time to time, including (among others) market conditions, the trading price of the Common Shares, capital needs and determinations by the Company of the appropriate sources of funding for the Company. The Equity Distribution Agreement contains customary representations, warranties and agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions. The additional $300 million aggregate offering price of Common Shares will be offered and sold pursuant to an effective shelf registration statement (the "Registration Statement") filed with the Securities and Exchange Commission on October 2, 2023 (File No. 333-274822), a base prospectus, dated October 2, 2023, included as part of the Registration Statement and a prospectus supplement, dated August 16, 2024, filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended. The foregoing description of the Equity

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 1.1 Equity Distribution Agreement, dated October 2, 2023, by and between Biohaven Ltd. and J.P. Morgan Securities LLC (incorporated by reference to the Company's Current Report on Form 8-K filed on October 2, 2023). 1.2 Amendment No. 1, dated August 16, 2024, by and between Biohaven Ltd. and J.P. Morgan Securities LLC. 5.1 Opinion of Maples & Calder. 23.1 Consent of Maples & Calder (included in Exhibit 5.1). 104 The cover page of this Current Report on Form 8-K formatted as Inline XBRL. 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 16, 2024 Biohaven Ltd. By: /s/ Vlad Coric, M.D. Vlad Coric, M.D. Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR