UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.02. Termination of a Material Definitive Agreement.
On June 30, 2023, Eton Pharmaceuticals, Inc. (the “Company”) terminated its Asset Purchase Agreement with Wellstat Therapeutics Corporation and Wellstat Biologics Corporation (collectively, the “Debtors”), Janet M. Nesse, as Bankruptcy Trustee for the bankruptcy estates of the Debtors, and certain other affiliates of the Debtors, whereby the Company was named the “stalking horse bidder” in the bankruptcy proceedings of the Debtors and, if the Company was ultimately the successful bidder, agreed to acquire certain assets of the Debtors, including the Vistogard and Xuriden pharmaceutical products, for a consideration of between $34 million and $37 million.
The Company was not the successful bidder in the proceedings, and the Asset Purchase Agreement was thereby terminated. As the stalking horse bidder, the Company received a “break-up” fee of $800,000 and was also reimbursed for all of its third-party expenses incurred in connection with the proposed transaction.
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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: July 5, 2023 | By: | /s/ James R. Gruber |
| James R. Gruber | ||
| Chief Financial Officer and Secretary | ||
| (Principal Financial Officer) |
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