8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): January 13, 2021

Esperion Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-35986	26-1870780
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3891 Ranchero Drive, Suite 150

Ann Arbor, MI

(Address of principal executive offices)

48108

(Zip Code)

Registrant’s telephone number, including area code: (734) 887-3903

Not Applicable

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.001 per share	ESPR	NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      ☐

Item 2.02. Results of Operations and Financial Condition.

On January 13, 2021, Esperion Therapeutics, Inc. issued a press release announcing preliminary 2020 results and 2021 outlook. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 2.02 by reference.

The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities 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 in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release dated January 13, 2021.
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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: January 13, 2021	Esperion Therapeutics, Inc.
	By:	/s/ Tim M. Mayleben
		Tim M. Mayleben
		President and Chief Executive Officer

EX-99.1

Exhibit 99.1

Contact:

Kaitlyn Brosco

ESPERION

corporateteam@esperion.com

ESPERION Reports Preliminary Fourth Quarter 2020 Financial Results and Further Commits to Unmet Patient Needs with Oral PCSK9 Inhibitor Program

– Fourth-quarter 2020 U.S. net product revenue estimated between $8.0 and $8.5 million –

– Range represents over 140 percent sequential growth for NEXLETOL® (bempedoic acid) tablets and NEXLIZET® (bempedoic acid and ezetimibe) tablets –

– Company provides full-year 2021 operating expense guidance –

– In-licensed oral PCSK9 inhibitor program furthers ESPERION mission; leverages singular focus on oral, LDL-C lowering medicines –

ANN ARBOR, Mich., January 13, 2021(GLOBE NEWSWIRE) – Esperion (NASDAQ: ESPR) today announced preliminary, unaudited fourth-quarter 2020 financial results and full-year 2021 operating expense guidance. Concurrently, the Company announced that it has entered into a definitive agreement with Serometrix to in-license its oral, small molecule PCSK9 inhibitor program.

“As a result of our company’s exceptional focus and hard-fought performance, we enter the new year with a strong foundation and are building momentum toward our purpose of lipid management for everybody,” said Tim M. Mayleben, president and chief executive officer of Esperion. “During 2020, despite the effects of the COVID-19 pandemic, Esperion took a huge step forward to provide physicians and patients easy and effective non-statin medicines to lower bad cholesterol, including the first-ever, fully non-statin fixed combination drug product, NEXLIZET®. I am excited to reinforce our commitment to patients with the addition of our oral PCSK9 inhibitor program, which has the potential to expand oral, non-statin treatment options even further.”

The small molecule PCSK9 inhibitor program is intended for development of a convenient, oral medicine. Patients and healthcare professionals favor oral medicines for ease of administration and compliance,1 but currently approved PCSK9 inhibitors are biologics delivered by subcutaneous injection, which, for many patients, are out of reach or may not be preferred.2,3 An oral PCSK9 inhibitor has the potential to provide an additional non-statin treatment option between statins and injectable PCSK9 inhibitors. There are currently no oral PCSK9 inhibitors available to patients.

PCSK9 (proprotein convertase subtilisin/kexin type 9) is a protein responsible for regulating LDL receptor expression. Medicines that inhibit PCSK9 stop LDL receptors from being broken down, thus increasing the amount of LDL receptors and leading to removal of LDL-C from the blood. Inhibition of PCSK9 by injectable products has been clinically proven to reduce LDL-C and major cardiovascular events, as demonstrated by two completed cardiovascular outcomes trials (CVOTs) involving more than 46,000 patients.4,5

“Esperion’s new program targets allosteric inhibition of PCSK9, making our approach mechanistically different from earlier attempts to develop oral PCSK9 inhibitors,” said Ashley Hall, chief development officer of Esperion. “The initial biophysical and cell-based data, as well as initial pharmacokinetic and efficacy data in preclinical models, indicate a high potential for a compelling drug profile. In addition to development as a monotherapy, we plan to pursue a fixed combination drug product with bempedoic acid in parallel. Clinical research has shown that bempedoic acid added to an injectable biologic PCSK9 inhibitor resulted in a mean additional ~30 percent LDL-C lowering compared to placebo.6 Together, this

could be a compelling non-statin combination tablet for patients in need of further LDL cholesterol lowering and could provide health care providers and patients a broader range of oral options.”

Serometrix developed the oral PCSK9 inhibitor program with its proprietary technology to discover drugs for difficult protein targets. As part of the agreement, Esperion made an upfront cash payment of $12.5 million in December to Serometrix, with payments in future years tied to specific milestones. The Company anticipates sharing more information on the potential timing for an Investigational New Drug (IND) application later this year.

“Serometrix has developed a proprietary platform focused on targeting protein conformational dynamics. This capability enabled our allosteric small molecule PCSK9 inhibitor program and allowed Serometrix to be the first to discover and patent allosteric small molecule inhibitors for PCSK9,” said Kyle Monroe, chief executive officer of Serometrix. “We believe Esperion’s commitment to hyperlipidemia, combined with their track record in development, make them an ideal strategic partner to advance this program through clinical development and beyond.”

Preliminary Fourth-Quarter 2020 Net Product Sales Results and Preliminary Full-Year 2021 Operating Expense Guidance

Preliminary, unaudited fourth-quarter 2020 net U.S. product sales are expected to be between $8.0 and $8.5 million.

As of December 31, 2020, cash, cash equivalents, and investment securities available-for-sale totaled approximately $305 million and there were approximately 25.9 million shares of common stock outstanding which excludes the 2.0 million treasury shares purchased in the prepaid forward transaction as part of the convertible debt financing.

The Company expects full-year 2021 operating expenses to be approximately $320 million to $340 million, inclusive of $30 million of non-cash stock-based compensation.

The preliminary unaudited results described in this press release are estimates only and are subject to revision until the Company reports its full financial results for the fourth quarter and full year 2020 in late February.

39th Annual J.P. Morgan Healthcare Conference

The Company will present at the virtual 39th Annual J.P. Morgan Healthcare Conference today, Wednesday, January 13, 2021, at 7:30 a.m. Eastern Time. A live audio webcast of this event can be accessed on the investor relations section of the Esperion website at investor.esperion.com. A replay of the webcast will be archived on the Company’s website for 90 days following the event.

Esperion Therapeutics

Esperion is The Lipid Management Company. Our team of lipid experts works to lower bad cholesterol by discovering, developing and commercializing innovative medicines and combinations with established medicines. We work hard to make our medicines easy to take, easy to get and easy to have. We are singularly focused on disrupting high cholesterol so you can improve your health – easily. For more information, please visit www.esperion.com and follow us on Twitter at www.twitter.com/EsperionInc.

Forward-Looking Statements

This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the federal securities laws, including statements regarding the development of the oral PCSK9 inhibitor program and prospects for its successful development, potential commercialization plans for bempedoic acid tablet and Esperion’s projected cash and non-cash operating expenses. Any express or

implied statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause Esperion's actual results to differ significantly from those projected, including, without limitation, delays or failures in Esperion’s clinical development and commercialization plans, or approval of expanded indications, that existing cash resources may be used more quickly than anticipated, the impact of COVID-19 on our business, clinical activities and commercial development plans, and the risks detailed in Esperion's filings with the Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the date hereof, and Esperion disclaims any obligation or undertaking to update or revise any forward-looking statements contained in this press release, other than to the extent required by law.

References

1 Dibonaventura MD, Wagner JS, Girman CJ, Brodovicz K, Zhang Q, Qiu Y, Pentakota,SR, & Radican L (2010). Multinational Internet-based survey of patient preference for newer oral or injectable Type 2 diabetes medication. Patient preference and adherence, 4, 397–406. https://doi.org/10.2147/PPA.S14477

2 Baum SJ, Toth PP, Underberg JA, Jellinger P, Ross J, Wilemon K (2017). "PCSK9 inhibitor access barriers-issues and recommendations: Improving the access process for patients, clinicians and payers". Clinical Cardiology. 40 (4): 243–254. doi:10.1002/clc.22713. PMC 5412679. PMID 28328015.

3 Gina Kolata, "These Cholesterol-Reducers May Save Lives. So Why Aren’t Heart Patients Getting Them?", The New York Times, Oct. 2, 2018. Retrieved 18 December 2020.

4Sabatine MS, Giugliano RP, Keech AC, Honarpour N, Wiviott SD, Murphy SA, Kuder JF, Wang H, Liu T, Wasserman SM, Sever PS, and Pedersen TR (2017). Evolocumab and Clinical Outcomes in Patients with Cardiovascular Disease. N Engl J Med 2017; 376:1713-1722. DOI: 10.1056/NEJMoa1615664.

5 Schwartz GG, Steg PG, Szarek M, Bhatt DL, Bittner VA, Diaz R, Edelberg JM, Goodman SG, Hanotin C, Harrington RA, Jukema JW, Lecorps G, et al (2018). Alirocumab and Cardiovascular Outcomes after Acute Coronary Syndrome. N Engl J Med 2018; 379:2097-2107. DOI: 10.1056/NEJMoa1801174

6 https://www.globenewswire.com/news-release/2018/03/27/1453515/0/en/Esperion-Announces-Positive-Top-Line-Results-from-Phase-2-Study-of-Bempedoic-Acid-Added-On-to-a-PCSK9-Inhibitor-in-Patients-with-Hypercholesterolemia.html

XML

Cover Page	Jan. 13, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jan. 13, 2021
Entity Registrant Name	Esperion Therapeutics, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35986
Entity Tax Identification Number	26-1870780
Entity Address, Address Line One	3891 Ranchero Drive
Entity Address, Address Line Two	Suite 150
Entity Address, City or Town	Ann Arbor
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	48108
City Area Code	734
Local Phone Number	887-3903
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	ESPR
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001434868