VivoSim Labs, INC. (VIVS): M&A transaction — Organovo closes sale of FXR program to Lilly for $10M upfront plus up to $50M milestones

VivoSim Labs, INC.

Sale of FXR program including lead asset FXR314 to Eli Lilly completed on March 25, 2025.
Upfront cash payment $10M; $9M paid at closing, $1M held in escrow for 15 months.
Potential milestone payments up to $50M contingent on development, regulatory, and commercial milestones.
Lilly assumes certain liabilities and will be responsible for all future clinical development of FXR314.
Director Vaidehi Joshi resigned March 21, 2025, effective immediately, with no disagreement with the Company.

item 2.01 item 5.02 item 8.01 item 9.01

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Departed

Vaidehi Joshi

Director

VIVS · VivoSim Labs, INC.

Effective: 2025-03-21
Filed: March 26, 2025, 7:59 PM ET

On March 21, 2025, Vaidehi Joshi notified the Board of Directors (the "Board") of the Company that she resigned from the Board and all committees of the Board, effective as of March 21, 2025.

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Executive change SEC 8-K Item 5.02 confidence 1.0

Vaidehi Joshi resigned as Director at VivoSim Labs, INC..

Action: resigned
Role: Director

Exact text from the filing

On March 21, 2025, Vaidehi Joshi notified the Board of Directors (the "Board") of the Company that she resigned from the Board and all committees of the Board, effective as of March 21, 2025.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

VivoSim Labs, INC. completed a disposition involving Eli Lilly and Company for $10.0 million upfront cash payment plus potential milestone payments of up to $50.0 million (closed 2025-03-25).

Action: disposition
Counterparty: Eli Lilly and Company
Consideration: $10.0 million upfront cash payment plus potential milestone payments of up to $50.0 million
Closing: 2025-03-25

Exact text from the filing

On March 25, 2025, the Company and Lilly completed the Asset Sale. The consideration for the Asset Sale consists of (i) an upfront cash payment by Lilly to the Company equal to $10.0 million, of which $9.0 million was paid at closing and the remaining $1.0 million was deposited into escrow for 15 months to satisfy any claims for indemnification during such period

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Source: SEC EDGAR

accession 0000950170-25-044801

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