NEUROCRINE BIOSCIENCES INC 8-K Filing

Key Financial Figures

• $0.001 — ange on which registered Common Stock, $0.001 par value NBIX Nasdaq Global Select
• $53.00 — Soleno (the " Shares "), at a price of $53.00 per Share (the " Offer Price "), in cas
• $95,250,000 — ill pay Neurocrine a termination fee of $95,250,000. In addition, the Merger Agreement prov
• $141,500,000 — pay Soleno a reverse termination fee of $141,500,000. The Merger Agreement has been approv

Filing Documents

• d110123d8k.htm (8-K) — 64KB
• d110123dex21.htm (EX-2.1) — 616KB
• d110123dex101.htm (EX-10.1) — 65KB
• d110123dex991.htm (EX-99.1) — 34KB
• d110123dex992.htm (EX-99.2) — 23KB
• g110123ex99_2s10g1.jpg (GRAPHIC) — 119KB
• g110123ex99_2s11g1.jpg (GRAPHIC) — 102KB
• g110123ex99_2s12g1.jpg (GRAPHIC) — 85KB
• g110123ex99_2s1g1.jpg (GRAPHIC) — 100KB
• g110123ex99_2s2g1.jpg (GRAPHIC) — 175KB
• g110123ex99_2s3g1.jpg (GRAPHIC) — 137KB
• g110123ex99_2s4g1.jpg (GRAPHIC) — 146KB
• g110123ex99_2s5g1.jpg (GRAPHIC) — 113KB
• g110123ex99_2s6g1.jpg (GRAPHIC) — 97KB
• g110123ex99_2s7g1.jpg (GRAPHIC) — 150KB
• g110123ex99_2s8g1.jpg (GRAPHIC) — 99KB
• g110123ex99_2s9g1.jpg (GRAPHIC) — 105KB
• g110123g0406032000344.jpg (GRAPHIC) — 13KB
• 0001193125-26-142904.txt ( ) — 3128KB
• nbix-20260405.xsd (EX-101.SCH) — 3KB
• nbix-20260405_lab.xml (EX-101.LAB) — 17KB
• nbix-20260405_pre.xml (EX-101.PRE) — 11KB
• d110123d8k_htm.xml (XML) — 3KB

Forward-Looking Statements

Forward-Looking Statements This Report contains forward-looking statements that involve risks and uncertainties relating to future events and the future performance of each of Soleno and Neurocrine, including statements relating to the ability to complete and the timing of completion of the transactions contemplated by the Merger Agreement, including the anticipated occurrence, manner and timing of the proposed Offer; the parties' ability to satisfy the conditions to the consummation of the Offer and the other conditions to the consummation of the subsequent Merger set forth in the Merger Agreement; the possibility of any termination of the Merger Agreement; the prospective benefits of the proposed transaction; Neurocrine's strategy, plans, objectives, expectations (financial or otherwise) and intentions with respect to its future financial results and growth potential, anticipated product portfolio, development programs and patent terms; and 5 other statements that are not historical facts. The forward-looking statements contained in this Report are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. These statements may contain words such as "anticipate," "believe," "could," "estimate," "expect," "future," "intend," "may," "opportunity," "plan," "potential," "project," "seek," "should," "strategy," "will," "would" or other similar words and expressions indicating future results. Risks that may cause these forward-looking statements to be inaccurate include, without limitation: uncertainties as to the timing of the Offer; uncertainties as to how many of Soleno's stockholders will tender their stock in the Offer; the possibility that competing offers or acquisition proposals will be made; the possibility that various closing conditions in the Merger Agreement may not be satisfied or waived; the difficulty of predicting the timing or ou