|PERNIX THERAPEUTICS HOLDINGS, INC. filed this Form 8-K on 05/14/2019|
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 8, 2019
PERNIX THERAPEUTICS HOLDINGS, INC.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Securities registered pursuant to Section 12(b) of the Act:
As previously announced, on April 30, 2019, Pernix Therapeutics Holdings, Inc. (the “Company”) and certain of its subsidiaries (together, the “Sellers”) completed the sale of substantially all of their assets (the “Asset Sale”) to Currax Holdings LLC (f/k/a Phoenix Top Holdings LLC), an entity formed by affiliates of Highbridge Capital Management (in such capacity, the “Purchaser”), pursuant to the Amended and Restated Asset Purchase Agreement, dated as of April 15, 2019 among the Sellers and the Purchaser.
Following consummation of the Asset Sale, on May 8, 2019, Dennis H. Langer, a member of the Board of Directors of the Company (the “Board”), resigned from the Board, effective May 1, 2019.
Following consummation of the Asset Sale, on May 9, 2019, Douglas J. Swirsky and Kinyip Gabriel Leung, members of the Board, resigned from the Board, effective May 1, 2019.
Following consummation of the Asset Sale, Kenneth R. Pina resigned from his position as Senior Vice President, Chief Legal & Compliance Officer and Corporate Secretary of the Company, effective May 1, 2019.
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.