SEC Form 8-K filed by Hepion Pharmaceuticals Inc.
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 26, 2025, Hepion Pharmaceuticals, Inc., a Delaware corporation (the “Company”), entered into a patent and associated assets acquisition agreement (the “Agreement”) with Panetta Partners Limited (“Panetta”) whereby Panetta purchased from the Company all patent assets, knowhow, clinical trial data and drug product relating to Rencofilstat (formerly CRV431) for a nominal amount.
Pursuant to the Agreement, Panetta has agreed to provide a contingent value right (“CVR”) to the stockholders of the Company to receive one or more contingent payments upon the achievement of certain milestones as set forth below:
| (a) | a payment of US$500,000 on the regulatory approval by the US Food and Drug Administration of the first new drug application for Rencofilstat (formerly CRV431); | |
| (b) | a further payment of US$1,000,000 on first instance of net sales of an approved drug product containing Rencofilstat (a “Licensed Product”) exceeding US$350,000,000; and | |
| (c) | a further payment of US$3,000,000 on first instance of net sales of a Licensed Product exceeding US$750,000,000. |
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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.
| Date: May 30, 2025 | Hepion Pharmaceuticals, Inc. | |
| By: | /s/ John Brancaccio | |
| John Brancaccio | ||
| Interim Chief Executive Officer and Interim Chief Financial Officer | ||
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