Spin-off - Vivani Medical, Inc.

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Form Type: 10-K

Filing Date: 2025-03-31

Corporate Action: Spin-off

Type: Update

Accession Number: 000175392625000527

Filing Summary: Vivani Medical, Inc., a clinical stage biopharmaceutical company, has redefined its strategic direction to facilitate the spin-off of its subsidiary, Cortigent, into a fully independent publicly traded company. This decision, announced in March 2025, follows previous plans for an initial public offering and is aimed at creating two focused corporations that can better drive future value in their respective therapeutic areas. The company emphasizes the development of miniature, subdermal drug implants targeting chronic disease treatment, addressing issues of medication adherence. Vivani's lead product candidates include NPM-115 and NPM-139, with ongoing clinical trials aiming to enhance patient outcomes. The company also recently modified its incorporation from California to Delaware, increasing its operational flexibility. As of March 28, 2025, the company had 59,242,903 shares of common stock.

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Additional details:

Fiscal Year End: 2024-12-31

Common Stock Shares Outstanding: 59242903

State Of Incorporation: Delaware

Form Type: 8-K

Filing Date: 2025-03-13

Corporate Action: Spin-off

Type: New

Accession Number: 000175392625000438

Filing Summary: On March 12, 2025, Vivani Medical, Inc. announced its intentions to spin off its Cortigent Neurostimulation business into a separate publicly traded entity. This spin-off is anticipated to be completed by mid-2025, contingent upon certain conditions including board approval and regulatory clearance. The decision comes alongside the full enrollment announcement for the LIBERATE-1 clinical trial of the GLP-1 implant, with initial results expected in mid-2025. The spin-off is expected to be executed in a tax-free manner for shareholders. Vivani's release details Cortigent's leading role in precision neurostimulation technology aimed at providing artificial vision to blind individuals, with a history of successful FDA-approved devices. ThinkEquity LLC is set as the financial advisor for the spinoff.

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Additional details:

Date Of Spin OffAnnouncement: 2025-03-12

Clinical Trial Name: LIBERATE-1

Clinical Trial First Implant Date: 2025-03-13

Expected Results Date: 2025-06-01

Financial Advisor: ThinkEquity LLC

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