Business Context and Reporting Period
This Form 8-K was filed by Priveterra Acquisition Corp. on July 11, 2023, in connection with its proposed business combination with AEON Biopharma, Inc. The filing concerns the planned exchange listing of the post-combination company, AEON Biopharma, Inc.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating and financial metrics.
Material Changes Versus the Prior Comparable Period
- Priveterra determined to voluntarily withdraw its common stock, warrants, and units from Nasdaq, subject to closing of the Business Combination.
- Subject to closing, the post-combination company intends to list its common stock and warrants on NYSE American.
- Trading under the symbol “AEON” was expected to begin at market open on or about July 24, 2023. The last expected Nasdaq trading day was on or about July 21, 2023.
Guidance, Outlook, Risks, and Unusual Items
The expected listing dates and commencement of trading are contingent on completion of the Business Combination and therefore may not occur as stated.
The filing contains forward-looking statements regarding the Business Combination, exchange listing, and future events. It refers investors to risk factors and cautionary disclosures in Priveterra’s IPO prospectus, the definitive proxy statement and related S-4 registration statement, and other SEC filings. The filing does not provide additional transaction terms, financial projections, contingencies, or quantitative guidance.
The Regulation FD disclosure and attached press release were furnished and are not deemed filed for purposes of Section 18 of the Exchange Act.
Important Facts to Verify
- Whether the Business Combination with AEON Biopharma, Inc. closed.
- Whether the planned NYSE American listing and the “AEON” trading symbol became effective.
- The final transaction structure, capitalization, ownership, redemption activity, and warrant terms.
- AEON Biopharma’s financial condition, operating results, cash needs, and available liquidity in subsequent filings.
- Any updated risk factors, transaction delays, or changes to the anticipated listing timetable.