8-K
filed September 16, 2024, 7:59 PM ET
CIK 0001267602
M&A
confidence high
sentiment neutral
materiality 0.90
ALIMERA SCIENCES INC: M&A transaction — Alimera Sciences completes merger with ANI Pharmaceuticals for $5.50 per share plus CVRs
ALIMERA SCIENCES INC
- Merger completed on September 16, 2024; shareholders receive $5.50 per share cash and one CVR.
- CVRs tied to net revenue milestones for ILUVIEN and YUTIQ: $140M in 2026 or $160M in 2027, with contingent payments.
- Nasdaq delisting requested; company to file Form 25 and Form 15 to suspend SEC reporting obligations.
- All directors resigned; new directors from merger subsidiary appointed; existing officers retained.
- Loan agreements with SLR Investment Corp. repaid and terminated in connection with the merger.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
John Snisarenko departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Peter J. Pizzo, III departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Adam Morgan departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michael Kaseta departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Maggie Pax departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Richard S. Eiswirth, Jr. departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ross Demont departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Erin Parsons departed as Director at ALIMERA SCIENCES INC.
- Action
- ceased to be members
- Role
- Director
Exact text from the filing
each of Adam Morgan, Richard S. Eiswirth, Jr., Ross Demont, Michael Kaseta, Erin Parsons, Maggie Pax, Peter J. Pizzo, III and John Snisarenko ceased to be members of the Board of Directors of the Company (the “ Company Board ”) and ceased to be members of any committees of the Company Board on which such directors served, effective as of the Effective Time.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
ALIMERA SCIENCES INC underwent a change of control involving ANI Pharmaceuticals, Inc. for $5.50 in cash and one contingent value right per share (closed 2024-09-16).
- Action
- change of control
- Counterparty
- ANI Pharmaceuticals, Inc.
- Consideration
- $5.50 in cash and one contingent value right per share
- Closing
- 2024-09-16
Exact text from the filing
or shares owned by Parent, Merger Subsidiary or any other subsidiary of Parent or the Company), was canceled and ceased to exist and was converted into the right to receive (i) $5.50 in cash, without interest (such amount, as may be adjusted in accordance with the Merger Agreement, the “ Closing Cash Consideration ”) and (ii) one contingent value right (a “
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.