[8-K] Liquidia Corporation Reports Material Event

Rhea-AI Filing Summary

Liquidia Corporation (NASDAQ:LQDA) filed a Form 8-K to disclose the receipt of an additional USD 50 million under the Sixth Amendment to its Revenue Interest Financing Agreement with HealthCare Royalty Partners IV, L.P. (HCR).

The funds became available after two key milestones satisfied the agreement’s “Funding Condition”:

• May 30 2025: The U.S. District Court for the Middle District of North Carolina denied United Therapeutics Corporation’s request for a preliminary injunction and temporary restraining order against Liquidia.
• June 2 2025: Liquidia completed its first commercial shipment of YUTREPIA™ (treprostinil inhalation powder) for treatment of PAH and PH-ILD.

The company now has access to a cumulative USD 100 million under the HCR facility (USD 50 million drawn in March plus the new USD 50 million). A further USD 25 million tranche remains available if: (1) YUTREPIA net sales exceed USD 100 million by June 30 2026 and (2) both parties mutually agree to fund.

No earnings data were provided, and the filing contains no new financial statements. The disclosure highlights strengthened liquidity to support YUTREPIA’s commercial rollout while acknowledging ongoing—but presently unsuccessful—litigation efforts by a competitor.

Positive

• USD 50 million non-dilutive funding immediately increases liquidity for YUTREPIA launch.
• Court’s denial of preliminary injunction removes a key barrier to commercialization.
• Up to an additional USD 25 million remains available conditional on USD 100 million sales, offering further capital flexibility.

Negative

• Revenue-interest financing will require future YUTREPIA cash-flow sharing with HCR, potentially affecting long-term margins.
• The additional USD 25 million tranche is not guaranteed; it depends on sales thresholds and mutual consent.

Insights

Financial Analyst

TL;DR: USD 50 m non-dilutive cash bolsters Liquida’s YUTREPIA launch; final USD 25 m contingent on >USD 100 m sales.

Liquidia’s immediate liquidity rises meaningfully, lowering near-term financing risk and providing working capital for marketing, inventory, and post-approval studies. Because the advance is structured as revenue-interest financing, no new equity is issued, limiting shareholder dilution. The court’s denial of a preliminary injunction removes a key legal blocker, enabling commercialization to proceed. However, investors should remember that revenue-interest deals divert a portion of future YUTREPIA cash flows to HCR, and the additional USD 25 m is not guaranteed—it requires both a USD 100 m sales hurdle by June 2026 and HCR’s consent, leaving some residual funding uncertainty. Overall, the development is credit-positive and should support valuation by de-risking launch execution.

Industry Specialist – Pulmonary Therapeutics

TL;DR: Funding signals confidence in YUTREPIA’s PAH/PH-ILD market entry after competitor’s injunction bid fails.

The cash infusion underscores YUTREPIA’s advancing commercial momentum. Denial of United Therapeutics’ injunction indicates the court currently sees insufficient harm, allowing Liquidia to penetrate an inhaled treprostinil market historically dominated by Tyvaso. Early shipment on 2 June suggests supply chain readiness. Still, competitive litigation remains active, and revenue-sharing terms could pressure long-term gross margins. Meeting the USD 100 m sales trigger by mid-2026 implies management’s ambitious uptake expectations; reaching it would unlock another USD 25 m and further validate market demand.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 23, 2025

LIQUIDIA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware	001-39724	85-1710962
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

419 Davis Drive, Suite 100, Morrisville, North Carolina	27560
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (919) 328-4400 

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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	LQDA	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ¨

Item 8.01 Other Events.

On June 23, 2025, Liquidia Corporation, a Delaware corporation (the “Company”), issued a press release announcing the receipt of an additional $50.0 million under the Sixth Amendment to the Revenue Interest Financing Agreement, dated March 17, 2025 (the “HCR Agreement”), with HealthCare Royalty Partners IV, L.P. (“HCR”)

Under the HCR Agreement, an additional $50.0 million of funding is available to the Company after the first commercial sale of YUTREPIA following receipt of final FDA approval for the treatment of pulmonary arterial hypertension (“PAH”) and pulmonary hypertension associated with interstitial lung disease (“PH-ILD”), so long as no injunction has been issued prohibiting Liquidia from commercializing YUTREPIA™ (treprostinil) for either or both of PAH and PH-ILD (“Funding Condition”). The Funding Condition was satisfied when (i) on May 30, 2025, the U.S. District Court for the Middle District of North Carolina denied United Therapeutics Corporation’s request for a preliminary injunction and a temporary restraining order in its complaint filed against the Company and (ii) on June 2, 2025, the Company made its first commercial shipment of YUTREPIA inhalation powder. An additional funding of $25.0 million remains available under the HCR Agreement upon mutual agreement of HCR and the Company if the Company achieves aggregate net sales of YUTREPIA in excess of $100 million at any time on or prior to June 30, 2026.

A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated by reference into this Item 8.01.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Exhibit
99.1		Press Release of Liquidia Corporation, dated June 23, 2025.
104		Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

June 23, 2025	Liquidia Corporation
	By:	/s/ Michael Kaseta
		Name: Michael Kaseta
		Title: Chief Financial Officer and Chief Operating Officer

FAQ

How much new funding did Liquidia (LQDA) receive under the HCR agreement?

Liquidia secured USD 50 million on June 23 2025 under the Sixth Amendment to its revenue-interest financing agreement.

What conditions triggered the latest USD 50 million funding for Liquidia?

The funding was released after the court denied an injunction on May 30 2025 and Liquidia made its first commercial shipment of YUTREPIA on June 2 2025.

Is additional capital still available to Liquidia under the HCR facility?

Yes, a further USD 25 million may be drawn if YUTREPIA net sales exceed USD 100 million by June 30 2026 and HCR agrees.

Does the 8-K mention any equity dilution for shareholders?

No. The funding is via revenue-interest financing, so no new shares were issued.

What product is Liquidia commercializing with the new funds?

The funds support the launch of YUTREPIA™ (treprostinil inhalation powder) for PAH and PH-ILD.