Item 2.01. Completion of Acquisition or Disposition of Assets.
On
At the effective time of the Initial Merger (the "Effective Time"), each share
of common stock, par value
Immediately prior to the Effective Time, (i) each option to purchase Eidos Common Stock (an "Eidos Option") was converted into an option, on the same terms and conditions applicable to such Eidos Option immediately prior to the Effective Time, to purchase a specified number of shares of BridgeBio Common Stock, calculated pursuant to the terms of the Merger Agreement, and (ii) each outstanding award of shares of Eidos Common Stock that is subject to forfeiture conditions (subject to certain exceptions) (each, an "Eidos Restricted Share Award") was converted into an award covering a number of whole restricted shares of BridgeBio Common Stock, calculated pursuant to the terms of the Merger Agreement, with any fractional shares being paid out to the holder of such Eidos Restricted Share Award in cash.
The issuance of BridgeBio Common Stock in connection with the Mergers was
registered under the Securities Act of 1933, as amended, pursuant to BridgeBio's
Registration Statement on Form S-4, which was filed with the
Upon the closing of the Mergers, the shares of Eidos Common Stock that were previously listed on the Nasdaq ceased trading on, and were delisted from, the Nasdaq. The shares of Eidos Common Stock will subsequently be deregistered under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
The foregoing description of the Mergers and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, a copy of which is filed as Exhibit 2.1 hereto, and incorporated into this Current Report on Form 8-K by reference in its entirety.
Item 7.01. Regulation FD Disclosure.
On
The information disclosed under this Item 7.01, including Exhibit 99.1 shall be considered "furnished" but not "filed" for purposes of the Exchange Act.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description of Exhibit 2.1 Agreement and Plan of Merger, dated as ofOctober 5, 2020 , by and amongBridgeBio Pharma, Inc. ,Eidos Therapeutic, Inc. ,Globe Merger Sub I, Inc. andGlobe Merger Sub II, Inc. (incorporated by reference to Exhibit 2.1 to BridgeBio's Current Report on Form 8-K filed with theSEC onOctober 6, 2020 ) 99.1 Press Release, datedJanuary 26, 2021
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