Welcome to our dedicated page for Essa Pharma SEC filings (Ticker: EPIX), 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.
This page aggregates historical SEC filings for ESSA Pharma Inc. (former NASDAQ: EPIX), a British Columbia–incorporated pharmaceutical company that was previously focused on developing novel and proprietary therapies for patients with prostate cancer. These filings document ESSA’s regulatory history as a U.S.-reporting issuer and provide detailed information on the corporate steps that led to its acquisition by XenoTherapeutics Inc. and the delisting of its common shares.
Among the key documents available are multiple Forms 8-K reporting material events related to the Business Combination Agreement with XenoTherapeutics, the subsequent Amendment Agreement, and the consummation of the court-approved plan of arrangement under the Business Corporations Act (British Columbia). These filings describe the consideration received by ESSA shareholders, including cash payments and non-transferable contingent value rights (CVRs), as well as the company’s large return of capital distribution made as part of the discontinuance and winding-up of its business.
The filings also include a Form 25 (Form 25-NSE) filed by Nasdaq Stock Market LLC on October 9, 2025, which formally removes ESSA’s common stock from listing and registration on Nasdaq. Related 8-K disclosures explain ESSA’s request that Nasdaq suspend trading in its shares and the purchaser’s intention to file a Form 15 to terminate registration under Section 12(g) of the Exchange Act and suspend reporting obligations under Sections 13 and 15(d).
Using Stock Titan’s tools, readers can quickly locate ESSA’s quarterly and annual reports, current reports on Form 8-K, and transaction-related exhibits, while AI-powered summaries help interpret complex legal and financial language. This makes it easier to understand how the arrangement was structured, how shareholder votes and court approvals were obtained, and what the delisting and deregistration steps mean for the historical EPIX ticker and former ESSA securityholders.
Nasdaq has submitted a Form 25 to remove the listing of ESSA Pharma Inc. The filing names the issuer as ESSA Pharma Inc. (symbol EPIX) with principal offices in Vancouver, British Columbia. The form cites compliance with the Exchange's procedures under the federal rules that govern delisting and voluntary withdrawal but does not state the reason, effective date, or indicate which specific rule provision was checked. No financial results, transactions, or timelines are included.
ESSA Pharma Inc. completed its acquisition by XenoTherapeutics through a court-approved plan of arrangement on October 9, 2025. Each common share was converted into the right to receive US$0.1242 in cash per share plus one contingent value right.
Each contingent value right represents the right to receive up to approximately US$0.14 per CVR, with a potential aggregate payout of up to US$6.7 million, depending on the outcome and expenses of specified contingent liabilities. Following the closing, ESSA requested suspension of trading and delisting of its shares from Nasdaq and plans were announced to terminate SEC registration and reporting obligations.
The transaction resulted in a change of control, with ESSA becoming a wholly owned subsidiary of Xeno Acquisition Corp. All ESSA directors resigned at the effective time, and Purchaser’s sole director and officer, Jon Adkins, became the sole director of the surviving corporation.
ESSA Pharma Inc. filing reports that Morgan Stanley and certain MS reporting units hold 1,904,062 common shares, representing 4.0% of the outstanding class as of the event date 09/30/2025. The filing shows shared voting power of 1,876,562 shares and shared dispositive power of 1,904,062, with no sole voting or dispositive power reported. The document states Morgan Stanley has ceased to be a beneficial owner above 5% of the class. Morgan Stanley & Co. LLC separately reports 0 shares and 0.0% ownership. The filing is a routine Schedule 13G amendment disclosing passive ownership and includes exhibits for a joint filing agreement and subsidiary identification.
ESSA Pharma Inc. filed a Form 8-K reporting other events and exhibits that reference its Definitive Proxy Statement filed with the SEC on
ESSA Pharma Inc. disclosed a legal claim titled Nathan O'Neil, et al. v. ESSA Pharma Inc. alleging, among other things, breach of contract and promissory estoppel arising from disclosures the company made in its August 14, 2025 Form 8-K. The complaint was filed before the company issued its August 25, 2025 press release. The filing reiterates that forward-looking statements about the timing and completion of the previously announced Business Combination Agreement with XenoTherapeutics Inc., under which Xeno will acquire all issued and outstanding common shares, are subject to risks including the outcome of this and any other lawsuits. The company references its Definitive Proxy Statement filed August 11, 2025 and a Proxy Supplement dated September 24, 2025 as sources of additional information. The form is signed by David Wood, Chief Financial Officer and dated October 3, 2025.
ESSA Pharma Inc. (EPIX) announced that, in connection with its previously disclosed Business Combination Agreement, XenoTherapeutics Inc., a non-profit biotechnology company, will acquire all issued and outstanding common shares of the company under the proposed Transaction. The company disclosed it received an amended Interim Order from the Supreme Court of British Columbia dated September 25, 2025. The filing references procedural dates: a Special Meeting on October 3, 2025, a deadline to deliver notices of dissent on October 1, 2025, a Court hearing to approve the Arrangement on October 7, 2025, and a deadline of October 3, 2025 for responses by persons intending to attend the October 7 hearing. The item also notes usual forward-looking statement language and identifies David Wood as Chief Financial Officer signing for the registrant.
ESSA Pharma and XenoTherapeutics amended their business combination agreement, reducing the expected cash distribution to holders. At closing, shareholders are now expected to receive approximately US$0.12 per common share in cash in addition to an earlier distribution of about US$1.69 per share, versus an originally estimated aggregate of about US$1.91 per share. Each share will also receive a contingent value right (CVR) that may pay up to approximately US$0.14 per CVR, representing up to US$6.7 million in aggregate depending on certain contingent liabilities. The companies cited potential liabilities and updated cash estimates as reasons for the change. The special meeting to vote on the transaction was adjourned and will reconvene online at 2:00 p.m. PT on October 3, 2025, with supplemental proxy materials to be filed.
ESSA Pharma Inc. announced that it will adjourn the special meeting of common shareholders, optionholders and warrantholders scheduled for September 10, 2025. The meeting was to consider and approve a previously announced transaction under which XenoTherapeutics, Inc., a non-profit biotechnology company, will acquire all of the issued and outstanding common shares of ESSA Pharma. The filing references availability of the proxy statement and related materials on the SEC website, SEDAR+ and ESSA Pharma's website. The notice includes standard forward-looking statement language and is signed by the company's Chief Financial Officer, David Wood.
ESSA Pharma corrected a prior press release about its US$80,000,000 capital distribution. The company had originally said its common shares would trade with due bills through August 25, 2025, implying recipients of an approximately US$1.6910318 per-share distribution would be identified on that date. The correction states the proper due bill period ended on August 22, 2025, and the Distribution was paid to shareholders on August 22, 2025. As a result, common shares did not trade with due bills on August 25, 2025 and instead traded ex-dividend beginning August 25, 2025. A copy of the correcting press release is attached as Exhibit 99.1.
ESSA Pharma Inc. announced a return of capital distribution totaling US$80,000,000 tied to its previously disclosed transaction under which non-profit XenoTherapeutics, Inc. will acquire all issued and outstanding common shares. The company said shareholders will receive approximately $1.69 per common share (subject to applicable withholding).
Nasdaq has set the ex-dividend date for the distribution as August 25, 2025, and the Distribution is scheduled to be paid on August 22, 2025. The filing notes that common shares will trade with a "due bill" during the period between the payment date and the ex-dividend date, meaning assignment of the right to receive the Distribution remains with the shares through the due bill period.
FAQ
What is the current stock price of Essa Pharma (EPIX)?
What is the market cap of Essa Pharma (EPIX)?
