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Item 2.01 | Completion of Acquisition or Disposition of Assets. |
As previously disclosed, on January 11, 2023, Tricida, Inc. (the “Company”) filed a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”), thereby commencing a Chapter 11 case for the Company (Case No. 23-10024) (the “Chapter 11 Proceedings”).
As previously disclosed on February 24, 2023, the Company entered into an asset purchase agreement with Renibus Therapeutics, Inc. (“Renibus”), pursuant to which Renibus agreed to acquire the intellectual property, inventory, and certain related assets relating to Veverimer (formerly known as TRC101) (the “Compound”) for a cash payment of $250,000 at closing and certain contingent, milestone payments to the Company totaling up to $152.5 million, subject to the achievement of certain United States Food and Drug Administration regulatory approvals and net sales milestones related to the Compound. On February 22, 2023, the Bankruptcy Court approved the sale. On March 9, 2023, the Company and Renibus consummated the sale, thereby completing the disposition of the aforementioned assets.
Cautionary Statements Regarding Trading in the Company’s Securities
The Company’s securityholders are cautioned that trading in the Company’s securities during the pendency of the Chapter 11 case is highly speculative and poses substantial risks. Trading prices for the Company’s securities may bear little or no relationship to the actual recovery, if any, by holders thereof in the Company’s Chapter 11 case. Accordingly, the Company urges extreme caution with respect to existing and future investments in its securities.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements relate to expectations concerning matters that are not historical facts. Words such as “projects,” “believes,” “anticipates,” “plans,” “expects,” “intends,” “may,” “will,” “could,” “should,” “would,” and similar words and expressions are intended to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those discussed in such forward-looking statements. Such risks and uncertainties include, without limitation, the outcome of the Chapter 11 proceedings, the Company’s contractual and financial obligations to key suppliers and vendors; the Company’s financial projections and cost estimates; and risks associated with the Company’s business prospects, financial results and business operations. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this Form 8-K. Except as required by applicable law, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results, later events or circumstances or to reflect the occurrence of unanticipated events.