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HPTX > SEC Filings for HPTX > Form 8-K on 3-Jun-2013All Recent SEC Filings

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Completion of Acquisition or Disposition of Assets, Submission of Matte

Item 2.01. Completion of Acquisition or Disposition of Assets.

On May 31, 2013, Hyperion Therapeutics, Inc. (the "Company") completed its acquisition of BUPHENYLŪ (sodium phenylbutyrate) Tablets and Powder, an FDA-approved therapy for treatment of the most prevalent urea cycle disorders ("UCD"), from Ucyclyd Pharma, Inc. ("Ucyclyd"), a subsidiary of Valeant Pharmaceuticals International, Inc. The Company received a net payment of $11 million from Ucyclyd at closing, which represents the $19 million purchase price for BUPHENYL due to Ucyclyd and a $32 million payment due to the Company as a result of Ucyclyd 's exercise of its option to retain AMMONULŪ(sodium phenylacetate and sodium benzoate) Injection 10%/10%, a hospital-based product used for the treatment of acute hyperammonemia in UCD patients, less costs of approximately $2 million in finished goods and active pharmaceutical ingredient due to Ucyclyd. The Company is obligated to pay subsequent milestone and royalty payments to Ucyclyd.

As previously announced, the Company exercised its right to acquire BUPHENYL and AMMONUL on April 29, 2013, pursuant to an Amended and Restated Collaboration Agreement between the Company and Ucyclyd, dated March 22, 2012 (the "Collaboration Agreement"). On May 17, 2013, Ucyclyd exercised its option to retain the rights to AMMONUL pursuant to the Collaboration Agreement.

Item 5.07. Submission of Matters to a Vote of Security Holders.

The Company held its 2013 Annual Meeting of Stockholders (the "Annual Meeting") on May 29, 2013. There were 20,010,416 shares of common stock eligible to be voted at the Annual Meeting and 18,472,931 shares of common stock were presented in person or represented by proxy at the Annual Meeting, which constituted a quorum to conduct business.

There were two proposals submitted to the Company's stockholders at the Annual Meeting. All proposals were passed. The final results of voting on each of the proposals are as follows:

Proposal 1: Election of Directors

    Nominee                    Votes For        Votes Withheld       Broker Non-Vote
    Bijan Salehizadeh, M.D.     14,849,970            1,724,715             1,898,246
    Donald J. Santel            14,857,482            1,717,203             1,898,246

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm

Votes For Votes Against Abstain Broker Non-Vote 18,471,389 1,542 0 -

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

                   Number    Description

                   99.1      Press Release, dated June 3, 2013.

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