Post by icemandios on Oct 8, 2021 12:31:33 GMT
Item 8.01
Other Events.
Effective October 5, 2021, Xeris Biopharma Holdings, Inc., a Delaware corporation (“Xeris Holdco”) completed the previously announced acquisition and merger contemplated by the Transaction Agreement, dated as of May 24, 2021 (the “Transaction Agreement”), by and among Xeris Pharmaceuticals, Inc. (“Xeris”), Strongbridge Biopharma plc (“Strongbridge”), Xeris Holdco and Wells MergerSub, Inc. (“MergerSub”). Pursuant to the Transaction Agreement, (i) Xeris Holdco acquired Strongbridge (the “Acquisition”) pursuant to a scheme of arrangement under Irish law; and (ii) MergerSub merged with and into Xeris, with Xeris as the surviving corporation in the merger (the “Merger,” and the Merger together with the Acquisition, the “Transactions”). As a result of the Transactions, both Xeris and Strongbridge became wholly owned subsidiaries of Xeris Holdco.
Xeris Holdco Shares Outstanding
As a result of the Transactions and as of the close of business on October 5, 2021, Xeris Holdco had approximately 124.6 million shares issued and outstanding.
Section 16 Filings
As a result of the Transactions, equity held by the former officers and directors of Xeris was exchanged for equity in Xeris Holdco on a one-for-one basis. These exchanges were required to be reported on Form 4 filings which were filed on October 5, 2021. There were no sales into the open market by the former officers and directors of Xeris at the closing of the Transaction.
Other Events.
Effective October 5, 2021, Xeris Biopharma Holdings, Inc., a Delaware corporation (“Xeris Holdco”) completed the previously announced acquisition and merger contemplated by the Transaction Agreement, dated as of May 24, 2021 (the “Transaction Agreement”), by and among Xeris Pharmaceuticals, Inc. (“Xeris”), Strongbridge Biopharma plc (“Strongbridge”), Xeris Holdco and Wells MergerSub, Inc. (“MergerSub”). Pursuant to the Transaction Agreement, (i) Xeris Holdco acquired Strongbridge (the “Acquisition”) pursuant to a scheme of arrangement under Irish law; and (ii) MergerSub merged with and into Xeris, with Xeris as the surviving corporation in the merger (the “Merger,” and the Merger together with the Acquisition, the “Transactions”). As a result of the Transactions, both Xeris and Strongbridge became wholly owned subsidiaries of Xeris Holdco.
Xeris Holdco Shares Outstanding
As a result of the Transactions and as of the close of business on October 5, 2021, Xeris Holdco had approximately 124.6 million shares issued and outstanding.
Section 16 Filings
As a result of the Transactions, equity held by the former officers and directors of Xeris was exchanged for equity in Xeris Holdco on a one-for-one basis. These exchanges were required to be reported on Form 4 filings which were filed on October 5, 2021. There were no sales into the open market by the former officers and directors of Xeris at the closing of the Transaction.