Assertio Holdings Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits
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Item 7.01. Regulation FD Disclosure.
On April 21, 2026, Assertio Holdings, Inc. (the “Company”) issued a press release (the “Press Release”) announcing that, in connection with the previously announced entry into an Agreement and Plan of Merger, dated as of April 8, 2026 (the “Merger Agreement”), by and among the Company, Garda Therapeutics, Inc., a Delaware corporation (“Garda”), and Audi Merger Sub, Inc. a Delaware corporation and a wholly owned subsidiary of Garda (“Purchaser”), Garda intends to commence a tender offer to purchase all of the outstanding shares of the Company’s common stock on April 29, 2026, the day following the expiration of the 20-day “window-shop” period contemplated by the Merger Agreement. A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information contained in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | ||
| 99.1 | Press Release of the Company, dated April 21, 2026 | ||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ASSERTIO HOLDINGS, INC. | ||
| Date: April 21, 2026 | By: | /s/ Sam Schlessinger |
| Sam Schlessinger | ||
| Executive Vice President, General Counsel | ||