secwatch / observer
8-K filed October 7, 2025, 7:59 PM ET CIK 0001604950
M&A confidence high sentiment neutral materiality 1.00

MannKind completes acquisition of scPharmaceuticals for $5.35/sh plus CVR; stock delisted

scPharmaceuticals Inc.

Machine-readable event card

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secwatch.filing_event.v1
accession
0001193125-25-232754
form_type
8-K
ticker
null
cik
0001604950
company_name
scPharmaceuticals Inc.
filed_at
2025-10-07T23:59:59+00:00
discovered_at
2026-05-14T18:02:39.899074+00:00
generated_at
2026-05-17T04:26:30.016120+00:00
sec_items
["1.02", "2.01", "3.01", "3.03", "5.01", "5.02", "5.03", "9.01"]
event_type
m_and_a
sentiment
neutral
materiality_score
1.0
calibrated_materiality_score
1.0
confidence
high
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https://secwatch.observer/filing/0001193125-25-232754.json
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https://secwatch.observer/filing/0001193125-25-232754.md
text_url
https://secwatch.observer/filing/0001193125-25-232754.txt
edgar_index_url
https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/d20686d8k.htm
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deepseek-v4-flash:cloud@v2
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false
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Source-grounded claims

2061095a0caa4e5b77f4e3c449d04b4fc1035ae9

scPharmaceuticals Inc.: Second amended and restated certificate of incorporation amended and restated in entirety (effective 2025-10-07).

on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

6290035b805eaaa86cc189f52cf7804fb1ffd60c

scPharmaceuticals Inc.: Amended and restated bylaws amended and restated in entirety (effective 2025-10-07).

on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

6f7f42f02e69f8588d53d51ae64e02c58809d781

scPharmaceuticals Inc. underwent a change of control involving MannKind Corporation for $5.35 in cash plus one non-tradable contingent value right per Share (closed 2025-10-07).

commenced a tender offer to purchase all the outstanding shares of the Company’s common stock, par value $0.0001 per share (the “ Shares ”), at a price per Share of (i) $5.35 in cash (the “ Cash Amount ”), without interest, subject to any applicable withholding taxes and (ii) one non-tradable contingent value right (each, a “ CVR ”) per Share, which

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

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on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety

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the 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

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on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety

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commenced a tender offer to purchase all the outstanding shares of the Company’s common stock, par value $0.0001 per share (the “ Shares ”), at a price per Share of (i) $5.35 in cash (the “ Cash Amount ”), without interest, subject to any applicable withholding taxes and (ii) one non-tradable contingent value right (each, a “ CVR ”) per Share, which

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commenced a tender offer to purchase all the outstanding shares of the Company’s common stock, par value $0.0001 per share (the “ Shares ”), at a price per Share of (i) $5.35 in cash (the “ Cash Amount ”), without interest, subject to any applicable withholding taxes and (ii) one non-tradable contingent value right (each, a “ CVR ”) per Share, which

Comparable filing

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commenced a tender offer to purchase all the outstanding shares of the Company’s common stock, par value $0.0001 per share (the “ Shares ”), at a price per Share of (i) $5.35 in cash (the “ Cash Amount ”), without interest, subject to any applicable withholding taxes and (ii) one non-tradable contingent value right (each, a “ CVR ”) per Share, which

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In addition, at the Company Merger Effective Time, the bylaws of the Company that were in effect immediately prior to the Company Merger Effective Time were amended and restated in their entirety in the form attached hereto as Exhibit 3.2 and became the bylaws of the Surviving Company.

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Source: SEC EDGAR
accession 0001193125-25-232754

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