respect to the unaudited pro forma condensed combined balance sheet, the Merger as if it had occurred on December 31, 2019, and with respect to the unaudited condensed combined statement of
operations, the Merger as if it had occurred on January 1, 2019. The unaudited pro forma condensed combined financial information is filed herewith as Exhibit 99.3, and is incorporated herein by reference.
(d) Exhibits
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements, including, but not limited to,
statements related to the Companys cash position as of March 31, 2020, anticipated results of operations for the quarter ended March 31, 2020, anticipated changes in the business environment in which the Company operates and in the
Companys future prospects or results, statements relating to the Companys intentions, plans, hopes, beliefs, anticipations, expectations or predictions of the future, or statements relating to the consummation of the Merger and the other
transactions described above and the potential benefits of such transactions. These statements may be identified by the use of forward-looking terminology such as believes, expects, anticipates, may,
will, should, seeks, approximately, intends, plans, estimates, or the negative of these words or other comparable terminology. These forward-looking statements
involve risks and uncertainties that could cause actual results to differ materially from those projected, anticipated or implied by such statements, including the risk that the Company may not be able to close the acquisition of Tetraphase or
achieve the expected benefits and cost synergies from the transactions, that there may be changes in estimated cash position based on the completion of the Companys financial statement closing procedures and the review by the Companys
independent registered public accounting firm of such financial statements, that potential sales volumes to the Department of Defense may not materialize, or that the impacts the Company is experiencing from the ongoing COVID-19 pandemic may be prolonged or exacerbated. In addition, such risks and uncertainties may include, but are not limited to, those described in the Companys annual, quarterly and current reports (i.e.,
Form 10-K, Form 10-Q and Form 8-K) as filed or furnished with the SEC. You are cautioned not to place undue reliance on any such
forward-looking statements, which speak only as of the date such statements were first made. The Companys SEC reports are available at www.acelrx.com under the Investors tab. Except to the extent required by law, the Company
undertakes no obligation to publicly release the result of any revisions to these forward-looking statements to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events.
Additional Information and Where to Find It
In connection with the proposed transaction between the Company and Tetraphase, the Company has filed with the SEC a registration statement on
Form S-4 (No. 333-237584) (the Registration Statement) containing a document constituting a prospectus of the Company and a proxy statement of Tetraphase.
The Registration Statement was declared effective by the SEC on April 24, 2020, and Tetraphase mailed the definitive proxy statement/prospectus to stockholder of Tetraphase on or about April 28, 2020. The Company and Tetraphase also plan
to file other relevant documents with the SEC regarding the proposed transactions. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the Registration Statement and the definitive proxy statement/prospectus and other relevant
documents filed or that will be filed by the Company or Tetraphase with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by the Company will be available free of charge within the
Investors section of the Companys website at http://ir.acelrx.com. Copies of the documents filed with the SEC by Tetraphase will be available free of charge within the Investors section of Tetraphases website at
https://ir.tphase.com/investor-relations.
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