Welcome to our dedicated page for DURECT SEC filings (Ticker: DRRX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The DURECT Corporation (DRRX) SEC filings page on Stock Titan provides access to historical regulatory documents filed by this former Nasdaq-listed biopharmaceutical company. These filings trace DURECT’s evolution as a late-stage developer of epigenetic therapies, its financial reporting as a public issuer, and the steps that led to its acquisition by a subsidiary of Bausch Health Americas, Inc. and subsequent delisting.
For users analyzing DURECT’s business, earlier periodic reports and current reports on Form 8-K describe the company’s focus on larsucosterol, an investigational epigenetic modulator in clinical development for alcohol-associated hepatitis (AH), and disclose that the U.S. Food and Drug Administration granted larsucosterol Fast Track and Breakthrough Therapy designations for this indication. Other filings reference the company’s FDA-approved non-opioid analgesic POSIMIR, based on its SABER platform technology, and the sale of the ALZET osmotic pump product line.
Later filings are particularly important for understanding DRRX’s trading and registration status. A series of Forms 8-K in 2025 describe the Agreement and Plan of Merger with Bausch Health Americas, Inc., the commencement and terms of the tender offer for all outstanding DURECT shares, amendments to the merger agreement, and the completion of the merger on September 11, 2025. A Form 25 filed by The Nasdaq Stock Market LLC on that date documents the removal of DURECT’s common stock from listing on Nasdaq. Subsequently, a Form 15 filed on September 22, 2025 certifies the termination of registration of the common stock under Section 12(g) of the Exchange Act and the suspension of DURECT’s duty to file reports under Sections 13 and 15(d).
On Stock Titan, these filings are accompanied by AI-generated highlights that help explain key sections, such as change-of-control terms in merger-related 8-Ks, delisting notices, and the implications of Form 15 deregistration. Users can quickly identify documents related to corporate transactions, historical financial condition, and the regulatory history of larsucosterol and POSIMIR, while still having direct access to the full text as filed with the SEC.
DURECT Corp. (ticker DRRX) has entered into a definitive Agreement and Plan of Merger dated 28 Jul 2025 with Bausch Health Americas, Inc. Under the agreement, wholly owned subsidiary BHC Lyon Merger Sub will launch a cash tender offer to acquire all outstanding DURECT common shares, followed by a back-end merger. This Schedule 14D-9C is only an early communication; the Schedule TO (offer documents) and full 14D-9 (board recommendation) have not yet been filed. Consequently, no per-share consideration, transaction value, or expected closing date is disclosed here. Completion is conditioned on minimum share tender, regulatory approvals and other customary provisions. The filing incorporates the company’s 8-K of 29 Jul 2025 and reiterates extensive forward-looking-statement cautions, highlighting risks such as potential termination, litigation, integration challenges and disruption to ongoing operations.
DURECT Corp. (DRRX) executed a definitive Agreement & Plan of Merger with Bausch Health Americas on 28-Jul-2025. A wholly-owned subsidiary of Bausch will launch a tender offer by 11-Aug-2025 to acquire all outstanding DRRX shares for $1.75 cash per share plus one non-tradable contingent value right (CVR). Each CVR entitles holders to share, pro rata, in two milestone cash payments of up to $350 million aggregate: $100 million upon ≥$500 million worldwide annual net sales of larsucosterol (Milestone #1) and $250 million upon ≥$1 billion (Milestone #2), in either case before the earlier of 10 years after first U.S. commercial sale or 31-Dec-2045.
The offer is conditioned on >50% of shares (on a fully diluted basis) being tendered, customary regulatory clearances and absence of a Company Material Adverse Effect; no financing condition applies. Following successful completion, a short-form merger under DGCL §251(h) will close, with DURECT surviving as a Bausch subsidiary and all untendered shares converted into the same consideration. The board unanimously approved the deal and recommends shareholders tender. The agreement contains non-solicitation covenants, a 3.5 million termination fee payable to Bausch under specified scenarios, and an outside date of 28-Oct-2025 (extendable to 28-Nov-2025 for regulatory reasons). Outstanding options will be cancelled for cash (for in-the-money options) and potential retention bonuses linked to the milestones; warrants will follow their terms. A retention plan for key employees and a joint press release (Ex. 99.1) were also disclosed.
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