espr-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-35986

Esperion Therapeutics, Inc.

(Exact name of registrant as specified in its charter)


Delaware						26-1870780
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

3891 Ranchero Drive, Suite 150

Ann Arbor, MI 48108

(Address of principal executive office) (Zip Code)

Registrant’s telephone number, including area code:

(734) 887-3903

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

Title of each class

Trading Symbol(s)

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of May 1, 2025, there were 198,199,462 shares of the registrant’s Common Stock, $0.001 par value per share, outstanding.


			Page

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Balance Sheets at March 31, 2025 and December 31, 2024			3
Condensed Statements of Operations and Comprehensive (Loss) Income for the three month periods ended March 31, 2025 and 2024			4
Condensed Statements of Stockholders’ Deficit for the three month periods ended March 31, 2025 and 2024			5
Condensed Statements of Cash Flows for the three month periods ended March 31, 2025 and 2024			6
Notes to Condensed Financial Statements			7

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			28

Item 3. Quantitative and Qualitative Disclosures About Market Risk			36

Item 4. Controls and Procedures			37

PART II — OTHER INFORMATION

Item 1. Legal Proceedings			38

Item 1A. Risk Factors			38

Item 5. Other Information			39

Item 6. Exhibits			40

Signatures			42


	March 31, 2025		December 31, 2024
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	114,633	$	144,761

Accounts receivable, net	81,294		80,142
Inventories, net	99,322		94,491
Prepaid clinical development costs	504		586
Prepaid inventory costs	18,210		13,863
Other prepaid and current assets	4,815		4,155
Total current assets	318,778		337,998


Property and equipment, net	228		254
Right of use operating lease assets	4,967		5,513
Intangible assets	56		56
Total assets	$	324,029	$	343,821

Liabilities and stockholders’ deficit
Current liabilities:
Accounts payable	$	71,994	$	51,650
Convertible notes, net of issuance costs	54,670		54,575
Accrued clinical development costs	7,071		5,035
Accrued variable consideration	56,005		56,535
Other accrued liabilities	16,625		19,593
Royalty sale liability	57,237		47,586
Deferred revenue from collaborations	4,542		8,518
Operating lease liabilities	2,822		2,741
Total current liabilities	270,966		246,233

Convertible notes, net of issuance costs	96,871		96,745
Royalty sale liability	238,982		246,024
Long-term debt	141,449		140,971
Operating lease liabilities	1,972		2,570


Total liabilities	750,240		732,543
Commitments and contingencies (Note 5)
Stockholders’ deficit:
Preferred stock, $0.001 par value; 5,000,000 shares authorized and no shares issued or outstanding as of March 31, 2025 and December 31, 2024	—		—
Common stock, $0.001 par value; 480,000,000 shares authorized as of March 31, 2025 and 480,000,000 shares authorized as of December 31, 2024; 198,654,569 shares issued at March 31, 2025 and 197,846,661 shares issued at December 31, 2024	197		196
Additional paid-in capital	1,270,074		1,267,109
Treasury stock, at cost; 1,994,198 shares at March 31, 2025 and December 31, 2024	(54,998)		(54,998)

Accumulated deficit	(1,641,484)		(1,601,029)
Total stockholders’ deficit	(426,211)		(388,722)
Total liabilities and stockholders’ deficit	$	324,029	$	343,821


	Three Months Ended March 31,
	2025		2024
Revenues:
Product sales, net	$	34,913	$	24,756
Collaboration revenue	30,082		112,979
Total Revenues	64,995		137,735

Operating expenses:
Cost of goods sold	31,538		10,075
Research and development	12,557		13,403
Selling, general and administrative	42,996		41,988
Total operating expenses	87,091		65,466

(Loss) income from operations	(22,096)		72,269

Interest expense	(19,431)		(14,024)
Other income, net	1,072		2,777
Net (loss) income	$	(40,455)	$	61,022

Net (loss) income per common share - basic	$	(0.21)	$	0.36
Net (loss) income per common share - diluted	$	(0.21)	$	0.34

Weighted-average shares outstanding - basic	196,127,948		169,258,564
Weighted-average shares outstanding - diluted	196,127,948		189,641,251



Comprehensive (loss) income	$	(40,455)	$	61,022


	Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Total Stockholders' Deficit
	Shares	Amount
Balance at December 31, 2023	118,210,315	$	118	$	1,149,170	$	(1,549,284)	$	—	$	(54,998)	$	(454,994)
Vesting of restricted stock units and performance-based restricted stock units	439,783	1		—		—		—		—		1

Stock-based compensation	—	—		3,235		—		—		—		3,235
Issuance of common stock from offering, net of issuance costs	65,205,000	65		90,607		—		—		—		90,672
Exercise of warrants	4,000,000	4		5,762		—		—		—		5,766

Net income	—	—		—		61,022		—		—		61,022
Balance at March 31, 2024	187,855,098	$	188	$	1,248,774	$	(1,488,262)	$	—	$	(54,998)	$	(294,298)


	Three Months Ended March 31,
		2025		2024
Operating activities
Net (loss) income		$	(40,455)	$	61,022
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Non-cash royalty revenue		(10,481)		—
Depreciation expense		26		—

Amortization of debt issuance costs and discounts		699		437

Non-cash interest expense related to the revenue interest liability		—		10,937

Non-cash interest expense related to the royalty sale liability		13,090		—
Stock-based compensation expense		2,465		3,235
Changes in assets and liabilities:
Accounts receivable		(1,152)		(6,118)
Prepaids and other assets		(4,925)		(6,590)
Deferred revenue		(3,976)		3,948
Inventories		(4,831)		(7,472)

Accounts payable		27,844		(3,450)
Other accrued liabilities		(932)		(2,121)
Net cash (used in) provided by operating activities		(22,628)		53,828

Investing activities


Purchase of property and equipment		—		(73)
Net cash (used in) investing activities		—		(73)

Financing activities
Payments on revenue interest liability		—		(5,832)




Proceeds from issuance of common stock, net of issuance costs		—		90,672


Proceeds from exercise of warrants, net of issuance costs		—		5,766
Payment of issuance costs		(7,500)		—

Net cash (used in) provided by financing activities		(7,500)		90,606

Net (decrease) increase in cash and cash equivalents		(30,128)		144,361
Cash and cash equivalents at beginning of period		144,761		82,248
Cash and cash equivalents at end of period		$	114,633	$	226,609
Supplemental disclosure of cash flow information:



Purchase of property and equipment not yet paid		—		195
Non-cash right of use asset		30		72


	March 31, 2025		December 31, 2024
Raw materials	$	91,835	$	84,584
Work in process	2,073		3,711
Finished goods	5,414		6,196

	$	99,322	$	94,491


	March 31, 2025
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Cash equivalents:
Money market funds	$	88,058	$	—	$	—	$	88,058
Certificates of deposit	403		—		—		403


Total	$	88,461	$	—	$	—	$	88,461


Level 1 inputs:						Quoted prices for identical assets or liabilities in active markets;

Level 2 inputs:						Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities or other inputs that are observable or can be corroborated by market data; and

Level 3 inputs:						Unobservable inputs that are supported by little or no market activity and require the reporting entity to develop assumptions that market participants would use when pricing the asset or liability.


Description	Total		Level 1		Level 2		Level 3

March 31, 2025
Assets:
Money market funds	$	88,058	$	88,058	$	—	$	—
Certificates of deposit	403		403		—		—

Total assets at fair value	$	88,461	$	88,461	$	—	$	—
December 31, 2024
Assets:
Money market funds	$	106,894	$	106,894	$	—	$	—
Certificates of deposit	403		403		—		—



Total assets at fair value	$	107,297	$	107,297	$	—	$	—


	(in thousands)
Total royalty sale liability at December 31, 2024	$	293,610

Royalties recognized and settled to Purchaser	(10,481)

Interest expense recognized	13,090
Total royalty sale liability at March 31, 2025	$	296,219


Years Ending December 31,	(in thousands)
2025	$	54,912
2026	—
2027	—
2028	18,750
2029	131,250
2030	100,000
Total	$	304,912

SEC Form 10-Q filed by Esperion Therapeutics Inc.