LEGAL PROCEEDINGS
−Removed: May 2020 Letter from the Committee on Oversight and Reform of the U.S.
−Removed: House of Representatives
−Removed: On May 4, 2020, Jaguar Health, Inc.
−Removed: received a letter from the Committee on Oversight and Reform of the U.S.
−Removed: House of Representatives (the “Committee”) regarding the list price adjustment of Mytesi.
−Removed: Among other things, the Committee expressed an interest in understanding whether the price adjustment was connected to the Company’s expectation that it could market crofelemer to treat coronavirus patients given the Company’s submission of a request to the U.S.
−Removed: Food and Drug Administration for Emergency Use Authorization (“EUA”) for crofelemer for the symptomatic relief of diarrhea and other gastrointestinal symptoms in patients with COVID-19 and for patients with COVID-19 who have diarrhea associated with certain antiviral treatments, which submission was denied by the FDA on April 7, 2020 as previously disclosed.
−Removed: The Company has cooperated with the Committee’s inquiry and has prepared a public statement regarding the price adjustment, which is available on the Company’s website at https://jaguarhealth.gcs-web.com/company-statement.
−Removed: In its statement, the Company explains that the decision to adjust the price for crofelemer was made in December 2019 as part of expanding the Company’s comprehensive patient access program, and had the Company received EUA, it would have deferred the price adjustment until after the emergency use period ended.
−Removed: July 2017 Complaint Relating to the Merger
−Removed: On July 20, 2017, a putative class action complaint was filed in the United States District Court, Northern District of California, Civil Action No.
−Removed: 3:17 cv 04102, by Tony Plant (the “Plaintiff”) on behalf of shareholders of the Company who held shares on April 12, 2017 and were entitled to vote at the 2017 Special Shareholders Meeting, against the Company and certain individuals who were directors as of the date of the vote (collectively, the “Defendants”), in a matter captioned Tony Plant v.
−Removed: Jaguar Animal Health, Inc., et al.
−Removed: (Jaguar Health, Inc.
−Removed: was formerly known as Jaguar Animal Health, Inc.), making claims arising under Section 14(a) and Section 20(a) of the Exchange Act and Rule 14a 9, 17 C.F.R.
−Removed: § 240.14a 9, promulgated thereunder by the SEC.
−Removed: The claims alleged false and misleading information provided to investors in the Joint Proxy Statement/Prospectus on Form S 4 (File No.
−Removed: 333 217364) declared effective by the Commission on July 6, 2017 related to the solicitation of votes from shareholders to approve the merger and certain transactions related thereto.
−Removed: Following the completion of document discovery, the parties engaged in a mediation that resulted in an agreement in principle to settle the litigation on a class-wide basis for $2.6 million, subject to court approval.
−Removed: On May 27, 2021, the court gave the final approval to the proposed settlement and the entire settlement consideration was provided by the Company’s director and officer liability insurance carrier.
−Removed: Under the loss recovery model in ASC 450 and in reference to ASC 410, the ultimate net income effect of the recognized loss and the insurance proceeds directly related to the recognized loss is zero.
−Removed: As of December 31, 2021 and 2020, the Company concluded not to record any loss contingency and insurance recovery.
−Removed: Other than as described above, there are currently no claims or actions pending against us, the ultimate disposition of which could have a material adverse effect on our results of operations, financial condition or cash flows.
+Added: From time to time, we may be subject to various legal proceedings and claims that arise in the ordinary course of our business activities.
+Added: Regardless of the outcome, litigation can have a material adverse effect on us due to defense and settlement costs, diversion of our management resources, and other factors.
+Added: We are not currently subject to any material legal proceedings.
MINE SAFETY DISCLOSURE
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.