8-K
filed August 16, 2023, 7:59 PM ET
ticker TLSI
CIK 0001826667
M&A
confidence high
sentiment neutral
materiality 0.80
TriSalus Life Sciences, Inc. (TLSI): M&A transaction — TriSalus completes de-SPAC merger; FDA asks for additional PERIO-01 dose study
TriSalus Life Sciences, Inc.
- Merger closed Aug 10, 2023; MTAC renamed TriSalus Life Sciences, trades on Nasdaq as TLSI and TLSIW.
- Gross proceeds ~$42.9M from trust ($2.7M) and PIPE ($40.15M); ~$9.4M redeemed by MTAC stockholders.
- Sponsor earnout shares subject to price milestones ($15-$30) over 5 years; lock-up 365 days or $12 trigger.
- FDA acknowledged safety of SD-101 with PEDD but requires additional dose-optimization; NDA submission beyond 2025.
- Co plans 40-50 patient study for PERIO-01; Phase 2 initiation targeted in 2023 but subject to change.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TriSalus Life Sciences, Inc.: Approved and adopted a new Code of Business Conduct and Ethics (effective 2023-08-10).
- Change
- code of ethics
- Effective
- 2023-08-10
Exact text from the filing
on August 10, 2023, the New TriSalus Board approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors of the Company
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TriSalus Life Sciences, Inc.: Filed Certificate of Incorporation with amendments proposed by Charter Proposal (effective 2023-08-10).
- Change
- charter amendment
- Effective
- 2023-08-10
Exact text from the filing
On August 10, 2023, the Company filed the Certificate of Incorporation with the Delaware Secretary of State
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TriSalus Life Sciences, Inc.: MTAC ceased to be a shell company as a result of the Business Combination (effective 2023-08-10).
- Change
- shell status
- Effective
- 2023-08-10
Exact text from the filing
MTAC ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TriSalus Life Sciences, Inc.: Adopted Amended and Restated Bylaws (effective 2023-08-10).
- Change
- bylaw amendment
- Effective
- 2023-08-10
Exact text from the filing
also adopted Amended and Restated Bylaws on August 10 , 2023 (the “Bylaws”), which replaced MTAC’s Amended and Restated Certificate of Incorporation and bylaws in effect as of such time
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
TriSalus Life Sciences, Inc. underwent a change of control (closed 2023-08-10).
- Action
- change of control
- Closing
- 2023-08-10
Exact text from the filing
As a result of the consummation of the Business Combination, a change of control of MTAC has occurred, and the stockholders of MTAC as of immediately prior to the Closing held 9.7% of the outstanding shares of New TriSalus Common Stock immediately following the Closing.
View on SEC.gov
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