Esperion Therapeutics Files 8-K on Material Definitive Agreement

Ticker: ESPR · Form: 8-K · Filed: Jan 3, 2024 · CIK: 1434868

Esperion Therapeutics, Inc. 8-K Filing Summary
FieldDetail
CompanyEsperion Therapeutics, Inc. (ESPR)
Form Type8-K
Filed DateJan 3, 2024
Risk Levelmedium
Pages3
Reading Time4 min
Key Dollar Amounts$0.001, $125 m, $100, $25, $300 million
Sentimentneutral

Complexity: simple

Sentiment: neutral

Topics: material-agreement, regulation-fd, corporate-action

TL;DR

**ESPR just signed a big deal; details pending, but it's a material event.**

AI Summary

Esperion Therapeutics, Inc. filed an 8-K on January 3, 2024, reporting an "Entry into a Material Definitive Agreement" and "Regulation FD Disclosure" as of January 2, 2024. This filing indicates that the company has entered into a significant new agreement, which could impact its future operations and financial performance. For investors, this matters because material agreements often signal strategic shifts, potential revenue changes, or new partnerships that could affect the stock's value, though the specific details of the agreement are not disclosed in this summary filing.

Why It Matters

This filing signals a new, important business agreement for Esperion Therapeutics, which could significantly alter its financial outlook or strategic direction. Investors should watch for further details to understand the potential impact on the company's growth and profitability.

Risk Assessment

Risk Level: medium — The risk is medium because a material agreement has been entered into, but without specific details, the nature of its impact (positive or negative) on Esperion Therapeutics is unknown.

Analyst Insight

A smart investor would monitor Esperion Therapeutics (ESPR) closely for follow-up announcements detailing the specifics of the 'Material Definitive Agreement' to assess its financial implications before making any investment decisions.

Key Numbers

  • $0.001 — par value per share (the stated par value of Esperion Therapeutics' Common Stock)

Key Players & Entities

  • Esperion Therapeutics, Inc. (company) — the registrant filing the 8-K
  • January 3, 2024 (date) — the filing date of the 8-K
  • January 2, 2024 (date) — the date of the earliest event reported
  • NASDAQ Stock Market LLC (company) — the exchange where Esperion's Common Stock is registered
  • $0.001 (dollar_amount) — par value per share of Common Stock

Forward-Looking Statements

  • Esperion Therapeutics will release further details about the 'Material Definitive Agreement' in a subsequent filing or press release. (Esperion Therapeutics, Inc.) — high confidence, target: Q1 2024

FAQ

What is the primary purpose of this 8-K filing by Esperion Therapeutics, Inc.?

The primary purpose of this 8-K filing is to report an "Entry into a Material Definitive Agreement" and "Regulation FD Disclosure" as of January 2, 2024, indicating a significant new business arrangement.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on January 2, 2024, as stated in the 'Date of Report (Date of Earliest Event Reported)' section.

What is the trading symbol and exchange for Esperion Therapeutics, Inc.'s common stock?

Esperion Therapeutics, Inc.'s common stock trades under the symbol ESPR on the NASDAQ Stock Market LLC, as listed under 'Securities registered pursuant to Section 12(b) of the Act'.

What is the par value per share of Esperion Therapeutics, Inc.'s Common Stock?

The par value per share of Esperion Therapeutics, Inc.'s Common Stock is $0.001, as indicated in the 'Title of each class' section.

Where is Esperion Therapeutics, Inc.'s principal executive office located?

Esperion Therapeutics, Inc.'s principal executive office is located at 3891 Ranchero Drive, Suite 150, Ann Arbor, MI 48108, according to the 'Business Address' information in the filing.

Filing Stats: 1,019 words · 4 min read · ~3 pages · Grade level 13.1 · Accepted 2024-01-03 08:00:20

Key Financial Figures

  • $0.001 — ich registered Common Stock, par value $0.001 per share ESPR NASDAQ Stock Market LLC
  • $125 m — reed to pay the Company an aggregate of $125 million, including (1) a $100-million pay
  • $100 — regate of $125 million, including (1) a $100-million payment within 15 business days
  • $25 — e of the Settlement Agreement and (2) a $25-million payment in the calendar quarter
  • $300 million — receive one-time cash payments of up to $300 million upon the achievement of certain commerc
  • $175 million — receive one-time cash payments of up to $175 million upon the achievement of certain commerc

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On January 2, 2024, Esperion Therapeutics, Inc. (the "Company") entered into a settlement agreement with Daiichi Sankyo Europe GmbH ("DSE") to amicably resolve and dismiss their commercial dispute now pending in the Southern District of New York (the "Settlement Agreement"). Under the Settlement Agreement, DSE has agreed to pay the Company an aggregate of $125 million, including (1) a $100-million payment within 15 business days of the effective date of the Settlement Agreement and (2) a $25-million payment in the calendar quarter immediately following the calendar quarter in which the European Medicines Agency ("EMA") renders a decision on the application that was filed with the EMA for a Type II(a) variation for the Company's oral non-statin products marketed as NILEMDO (bempedoic acid) tablets and NUSTENDI (bempedoic acid and ezetimibe) tablets in Europe. The application asks the EMA to approve both NILEMDO and NUSTENDI to reduce cardiovascular risk in patients with or at high risk for atherosclerotic cardiovascular disease. The legal action pending in the United States District Court for the Southern District of New York will be dismissed. Pursuant to the Settlement Agreement, also on January 2, 2024, the Company entered into a 3 rd Amendment (the "DSE Amendment") to the License and Collaboration Agreement dated January 2, 2019 with DSE, and a 1st Amendment (the "DS Amendment") to the License and Collaboration Agreement dated April 26, 2021 with Daiichi Sankyo Company Limited ("DS"). The DSE Amendment and the DS Amendment grant each of DSE and DS exclusive rights for clinical development, regulatory activities, manufacture and commercialization of a bempedoic acid/ezetimibe/statin triple combination pill in their existing respective territories of the European Economic Area, UK, Switzerland and Turkey (the "DSE Territory") and South Korea, Taiwan, Hong Kong, Thailand, Vietnam, Brazil, Macao, Cambodia and

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On January 3, 2024, Esperion Therapeutics, Inc. (the "Company") announced the settlement of its pending litigation with DSE. A copy of the press release is being furnished herewith as Exhibit 99.1. The information contained in Item 7.01 of this Current Report on Form 8-K and 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.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. Exhibit No. Description 99.1 Press r elease dated January 3 , 202 4 . 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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: January 3, 2024 Esperion Therapeutics, Inc. By: /s/ Sheldon L. Koenig Sheldon L. Koenig President and Chief Executive Officer

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