--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-199589" form_type: "8-K" ticker: null cik: "0000831547" company_name: "SPECTRUM PHARMACEUTICALS INC" filed_at: "2023-08-01T23:59:59+00:00" generated_at: "2026-06-12T19:56:27.593562+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Assertio closes Spectrum acquisition; SPPI delisted from Nasdaq ## Summary - Spectrum shareholders received 0.1783 Assertio shares plus CVR for up to $0.20 per share based on ROLVEDON milestones. - Spectrum's board (Ashton, Bradrick, Fischer, Lim, Riga, Vacirca) resigned; Jeffrey Vacirca appointed to Assertio board. - SPPI halted after July 31 close, delisted from Nasdaq Aug 1; company plans Form 15 to suspend reporting. - Transaction expected to be significantly accretive to Assertio in 2024; combined guidance on Q2 call Aug 3. ## SEC filing metadata - accession: 0001193125-23-199589 - form_type: 8-K - cik: 0000831547 - company_name: SPECTRUM PHARMACEUTICALS INC - filed_at: 2023-08-01T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/d332583d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-199589 - JSON: https://secwatch.observer/filing/0001193125-23-199589.json - Plain text: https://secwatch.observer/filing/0001193125-23-199589.txt ## Key facts - Executive change Juhyun Lim departed as Director at SPECTRUM PHARMACEUTICALS INC. - Action: ceased to be director - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of William L. Ashton, Brittany K. Bradrick, Seth H.Z. Fischer, Juhyun Lim, Thomas J. Riga and Jeffrey L. Vacirca) ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Executive change Jeffrey L. Vacirca departed as Director at SPECTRUM PHARMACEUTICALS INC. - Action: ceased to be director - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of William L. Ashton, Brittany K. Bradrick, Seth H.Z. Fischer, Juhyun Lim, Thomas J. Riga and Jeffrey L. Vacirca) ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Executive change Brittany K. Bradrick departed as Director at SPECTRUM PHARMACEUTICALS INC. - Action: ceased to be director - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of William L. Ashton, Brittany K. Bradrick, Seth H.Z. Fischer, Juhyun Lim, Thomas J. Riga and Jeffrey L. Vacirca) ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Executive change Seth H.Z. Fischer departed as Director at SPECTRUM PHARMACEUTICALS INC. - Action: ceased to be director - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of William L. Ashton, Brittany K. Bradrick, Seth H.Z. Fischer, Juhyun Lim, Thomas J. Riga and Jeffrey L. Vacirca) ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Executive change Thomas J. Riga departed as Director at SPECTRUM PHARMACEUTICALS INC. - Action: ceased to be director - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of William L. Ashton, Brittany K. Bradrick, Seth H.Z. Fischer, Juhyun Lim, Thomas J. Riga and Jeffrey L. Vacirca) ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Executive change William L. Ashton departed as Director at SPECTRUM PHARMACEUTICALS INC. - Action: ceased to be director - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of William L. Ashton, Brittany K. Bradrick, Seth H.Z. Fischer, Juhyun Lim, Thomas J. Riga and Jeffrey L. Vacirca) ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Governance Changes SPECTRUM PHARMACEUTICALS INC: Bylaws amended and restated following merger effective time. - Change: bylaw amendment source text: In addition, promptly following Effective Time, the Fourth Amended and Restated Bylaws of the Company as in effect immediately prior to the Effective Time were amended and restated in their entirety to be in the form attached hereto as Exhibit 3.2 (the “Amended and Restated Bylaws”). evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - Governance Changes SPECTRUM PHARMACEUTICALS INC: Certificate of incorporation amended and restated following merger effective time. - Change: charter amendment source text: Promptly following the Effective Time, the Restated Certificate of Incorporation of the Company that was in effect immediately before the Effective Time was amended and restated to be in the form attached hereto as Exhibit 3.1 (the “Amended and Restated Certificate of Incorporation”). evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm - M&A Transactions SPECTRUM PHARMACEUTICALS INC underwent a change of control involving Assertio Holdings, Inc. for 0.1783 of a share of Assertio common stock and... a CVR to receive up to an additional $0.20 per common share (closed 2023-07-31). - Action: change of control - Counterparty: Assertio Holdings, Inc. - Consideration: 0.1783 of a share of Assertio common stock and... a CVR to receive up to an additional $0.20 per common share - Closing: 2023-07-31 source text: Merger Agreement, or by stockholders who have properly exercised and perfected appraisal rights under Delaware law) was cancelled and converted into the right to receive (a)(i) 0.1783 of a share of Assertio common stock and (ii) cash in lieu of fractional shares (the “Upfront Consideration”) and (b) a CVR to receive up to an additional $0.20 per common share evidence_url: https://www.sec.gov/Archives/edgar/data/831547/000119312523199589/0001193125-23-199589-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.