LJPC / La Jolla Pharmaceutical Co. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

La Jolla Pharmaceutical Co.
US ˙ NASDAQ ˙ US5034596040
SIMBOL INI TIDAK AKTIF LAGI

Statistik Asas
LEI 529900H2JU56H90RYN44
CIK 920465
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to La Jolla Pharmaceutical Co.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
February 14, 2023 SC 13G/A

LJPC / La Jolla Pharmaceutical Company / RTW INVESTMENTS, LP - LA JOLLA PHARMACEUTICAL COMPANY Passive Investment

SC 13G/A 1 p23-0694sc13ga.htm LA JOLLA PHARMACEUTICAL COMPANY SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 503459604 (CUSIP Number) December 31, 2022 (Date of event which requires filing of

September 1, 2022 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 l1512g.htm FORM 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36282 La Jolla Pharmaceutical Company (Exact

August 29, 2022 SC 13D/A

LJPC / La Jolla Pharmaceutical Company / GARDNER LEWIS ASSET MANAGEMENT L P Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* La Jolla Pharmaceutical Co. (Name of Issuer) Common Stock, $ 0.0001 par value (Title of Class of Securities) 503459604 (CUSIP Number) Gardner Lewis Asset Management, L.P. Attn: Len Sorgini, Chief Compliance Officer 285 Wilmington West Chester Pike, Chadd

August 29, 2022 SC 13D

LJPC / La Jolla Pharmaceutical Company / GARDNER LEWIS ASSET MANAGEMENT L P Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* La Jolla Pharmaceutical Co. (Name of Issuer) Common Stock, $ 0.0001 par value (Title of Class of Securities) 503459604 (CUSIP Number) Gardner Lewis Asset Management, L.P. Attn: Len Sorgini, Chief Compliance Officer 285 Wilmington West Chester Pike, Chadds

August 24, 2022 SC 13D/A

LJPC / La Jolla Pharmaceutical Company / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 19 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 19)* Final Amendment La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 210 San Diego, CA 92121 (858)

August 23, 2022 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective A

Registration No. 333-227819 Registration No. 333-221197 Registration No. 333-214722 Registration No. 333-207212 Registration No. 333-193016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective Amendment N

August 23, 2022 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective A

S-8 POS 1 ljpc-s8pos.htm S-8 POS 333-214722 Registration No. 333-227819 Registration No. 333-221197 Registration No. 333-214722 Registration No. 333-207212 Registration No. 333-193016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Stateme

August 23, 2022 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective A

Registration No. 333-227819 Registration No. 333-221197 Registration No. 333-214722 Registration No. 333-207212 Registration No. 333-193016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective Amendment N

August 23, 2022 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective A

Registration No. 333-227819 Registration No. 333-221197 Registration No. 333-214722 Registration No. 333-207212 Registration No. 333-193016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective Amendment N

August 23, 2022 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-221197 Post-Effective A

S-8 POS 1 ljpc-s8pos.htm S-8 POS 333-193016 Registration No. 333-227819 Registration No. 333-221197 Registration No. 333-214722 Registration No. 333-207212 Registration No. 333-193016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-227819 Post-Effective Amendment No. 2 to Form S-8 Registration Stateme

August 22, 2022 EX-99.(A)(5)(B)

Press Release, dated August 22, 2022, issued by Innoviva, Inc. announcing the expiration and results of the Offer and the completion of the Merger (incorporated herein by reference to Exhibit (a)(5)(B) to Innoviva’s Amendment No. 2 to the Schedule TO filed on August 22, 2022)

Exhibit (a)(5)(B) Innoviva Completes Acquisition of La Jolla Pharmaceutical BURLINGAME, Calif.

August 22, 2022 EX-3.2

Amended and Restated Bylaws of La Jolla Pharmaceutical Company

Exhibit 3.2 LA JOLLA PHARMACEUTICAL COMPANY INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE BY-LAWS ARTICLE I. OFFICES. The registered office of La Jolla Pharmaceutical Company (the ?Corporation?) shall be located in the state of Delaware and shall be at such address as shall be set forth in the Certificate of Incorporation. The registered agent of the Corporation at such address shall be as

August 22, 2022 EX-3.1

Amended and Restated Certificate of Incorporation of La Jolla Pharmaceutical Company

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LA JOLLA PHARMACEUTICAL COMPANY * * * * * * * * ARTICLE I. The name of the corporation is: La Jolla Pharmaceutical Company (the ?Corporation?). ARTICLE II. The address of the registered office of the Corporation in the State of Delaware is: Corporation Trust Center, 1209 Orange St., Wilmington, County of New Castle, Delaware, 19801.

August 22, 2022 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): August 22, 2022 La Jolla Pharmaceutical Company (Exact name of registrant as specified in its charter) Delaware 001-36282 33-0361285 (State or other jurisdiction of incorporation) (Co

August 22, 2022 SC TO-T/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LA JOLLA PHARMACEUTICAL COMPANY (Name of Subject

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LA JOLLA PHARMACEUTICAL COMPANY (Name of Subject Company (Issuer)) INNOVIVA ACQUISITION SUB, INC. (Name of Filing Persons (Offeror)) a wholly-owned subsidiary of INNOVIVA, INC. (Name of Filing Perso

August 22, 2022 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 2 La Jolla Pharmaceutical Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 2 La Jolla Pharmaceutical Company (Name of Subject Company) La Jolla Pharmaceutical Company (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Class

August 16, 2022 SC TO-T/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) LA JOLLA PHARMACEUTICAL COMPANY (Name of Subject

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) LA JOLLA PHARMACEUTICAL COMPANY (Name of Subject Company (Issuer)) INNOVIVA ACQUISITION SUB, INC. (Name of Filing Persons (Offeror)) a wholly-owned subsidiary of INNOVIVA, INC. (Name of Filing Perso

August 15, 2022 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 1 La Jolla Pharmaceutical Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 1 La Jolla Pharmaceutical Company (Name of Subject Company) La Jolla Pharmaceutical Company (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Class

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICAL

July 25, 2022 SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LA JOLLA PHARMACEUTICAL COMPANY (Name of Subject Company (Issuer)) IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LA JOLLA PHARMACEUTICAL COMPANY (Name of Subject Company (Issuer)) INNOVIVA ACQUISITION SUB, INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of INNOVIVA, INC. (Name of Filing Persons (Parent of Offeror

July 25, 2022 EX-99.(D)(3)

CONFIDENTIALITY AND NONDISCLOSURE AGREEMENT

Exhibit (d)(3) CONFIDENTIALITY AND NONDISCLOSURE AGREEMENT THIS CONFIDENTIALITY AND NONDISCLOSURE AGREEMENT (the ?Agreement?) is made as of the 22nd day of March 2022 (the ?Effective Date?), by and between LA JOLLA PHARMACEUTICAL COMPANY (?LA JOLLA?), a Delaware corporation, with its principal place of business located at 201 Jones Road, Suite 400, Waltham, Massachusetts 02451, United States, and INNOVIVA, INC.

July 25, 2022 SC 14D9

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 La Jolla Pharmaceutical Company (Name of Subject

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 La Jolla Pharmaceutical Company (Name of Subject Company) La Jolla Pharmaceutical Company (Name of Person Filing Statement) Common Stock, $0.0001 par value per share (Title of Clas

July 25, 2022 EX-99.(A)(1)(A)

OFFER TO PURCHASE FOR CASH All Outstanding Shares of Common Stock LA JOLLA PHARMACEUTICAL COMPANY a Delaware Corporation $6.23 Net Per Share Innoviva Acquisition Sub, Inc. a wholly owned subsidiary of Innoviva, Inc.

Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH All Outstanding Shares of Common Stock of LA JOLLA PHARMACEUTICAL COMPANY a Delaware Corporation at $6.

July 25, 2022 EX-99.(A)(1)(B)

Letter of Transmittal to Tender Shares of Common Stock LA JOLLA PHARMACEUTICAL COMPANY at $6.23 Net Per Share in Cash Pursuant to the Offer to Purchase dated July 25, 2022 by Innoviva Acquisition Sub, Inc., a wholly owned subsidiary of Innoviva, Inc.

Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of LA JOLLA PHARMACEUTICAL COMPANY at $6.

July 25, 2022 EX-FILING FEES

Calculation of Filing Fee Table Table 1: Transaction Valuation Transaction Valuation Fee rate Amount of Filing Fee Fees to Be Paid $216,757,957.30(1) 0.00927% $20,093.46(2) Fees Previously Paid $0.00 $0.00 Total Transaction Valuation $216,757,957.30

Exhibit 107 Calculation of Filing Fee Table Table 1: Transaction Valuation Transaction Valuation Fee rate Amount of Filing Fee Fees to Be Paid $216,757,957.

July 25, 2022 EX-99.(A)(1)(D)

Offer to Purchase for Cash All Outstanding Shares of Common Stock La Jolla Pharmaceutical Company $6.23 Net Per Share Innoviva Acquisition Sub, Inc. a wholly owned subsidiary of Innoviva, Inc.

Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of La Jolla Pharmaceutical Company at $6.

July 25, 2022 EX-99.(A)(1)(G)

July 25, 2022

Exhibit (a)(1)(G) July 25, 2022 Dear Stockholder: I am pleased to inform you that, on July 10, 2022, La Jolla Pharmaceutical Company (?La Jolla?) entered into an Agreement and Plan of Merger (the ?Merger Agreement?) with Innoviva, Inc.

July 25, 2022 EX-99.(A)(1)(C)

Offer to Purchase for Cash All Outstanding Shares of Common Stock La Jolla Pharmaceutical Company $6.23 Net Per Share Innoviva Acquisition Sub, Inc. a wholly owned subsidiary of Innoviva, Inc.

Exhibit (a)(1)(C) Offer to Purchase for Cash All Outstanding Shares of Common Stock of La Jolla Pharmaceutical Company at $6.

July 25, 2022 EX-99.(A)(1)(E)

SUMMARY ADVERTISEMENT This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely by the Offer to Purchase, dated July 25, 2022 and the related Letter

Exhibit (a)(1)(E) SUMMARY ADVERTISEMENT This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below).

July 25, 2022 EX-99.(A)(5)(B)

LA JOLLA PHARMACEUTICAL COMPANY INFORMATION STATEMENT

Exhibit (a)(5)(b) LA JOLLA PHARMACEUTICAL COMPANY INFORMATION STATEMENT This Information Statement (this ?Information Statement?) is being mailed on or about July 25, 2022 as part of the Solicitation/Recommendation Statement on Schedule 14D-9 (as amended or supplemented from time to time, the ?Schedule 14D-9?) to holders of common stock, par value $0.

July 12, 2022 EX-2.1

Agreement and Plan of Merger by and among the Parent, the Purchaser and the Company, dated as of July 10, 2022.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among: INNOVIVA, INC., a Delaware corporation INNOVIVA ACQUISITION SUB, INC., a Delaware corporation; and LA JOLLA PHARMACEUTICAL COMPANY, a Delaware corporation Dated as of July 10, 2022 TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF TRANSACTION 2 1.1 The Offer 2 1.2 Offer Documents 4 1.3 Company Actions 4 1.4 Merger of Purchaser into the Company 5 1.5 Ef

July 12, 2022 SC14D9C

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): July 10, 2022 LA JOLLA PHARMACEUT

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): July 10, 2022 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Delaware 001-36282 33-0361285 (State or other jurisdiction of incorporation) (Comm

July 12, 2022 EX-99.1

Joint Press Release, dated July 11, 2022.

Exhibit 99.1 Innoviva to Acquire La Jolla Pharmaceutical Company ? Acquisition to strengthen Innoviva?s infectious disease and hospital portfolio with addition of GIAPREZA? and XERAVA? BURLINGAME, Calif. and WALTHAM, Mass. ? July 11, 2022 ? Innoviva, Inc. (Nasdaq: INVA), a diversified holding company with a portfolio of royalties and a growing portfolio of innovative healthcare assets, and La Joll

July 12, 2022 SC 13D/A

LJPC / La Jolla Pharmaceutical Company / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 18 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 18)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 210 San Diego, CA 92121 (858) 200-3830 (Name,

July 12, 2022 EX-10.1

Support Agreement, dated as of July 10, 2022, by and among the Parent, the Purchaser and the stockholders named therein.

Exhibit 10.1 SUPPORT AGREEMENT This SUPPORT AGREEMENT (this ?Agreement?), dated as of July 10, 2022, is entered into by and among INNOVIVA, INC., a Delaware corporation (?Parent?), INNOVIVA ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (?Purchaser?), and each of the stockholders of LA JOLLA PHARMACEUTICAL COMPANY set forth on Schedule A hereto (each, a ?Stoc

July 11, 2022 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 10, 2022 INNOVIVA, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 10, 2022 INNOVIVA, INC.

July 11, 2022 EX-2.1

Agreement and Plan of Merger by and among the Parent, the Purchaser and the Company, dated as of December 30, 2022 (incorporated herein by reference to Exhibit 2.1 to the Current Report on Form 8-K filed with the SEC by the Company on January 3, 2023)

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among: INNOVIVA, INC., a Delaware corporation INNOVIVA ACQUISITION SUB, INC., a Delaware corporation; and LA JOLLA PHARMACEUTICAL COMPANY, a Delaware corporation Dated as of July 10, 2022 TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF TRANSACTION 2 1.1 The Offer 2 1.2 Offer Documents 4 1.3 Company Actions 4 1.4 Merger of Purchaser into the Company 5 1.5 Ef

July 11, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): July 10, 2022 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Delaware 001-36282 33-0361285 (State or other jurisdiction of incorporation) (Comm

July 11, 2022 425

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): July 10, 2022 LA JOLLA PHARMACEUT

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): July 10, 2022 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Delaware 001-36282 33-0361285 (State or other jurisdiction of incorporation) (Comm

July 11, 2022 EX-10.1

Support Agreement, dated as of July 10, 2022, by and among the Parent, the Purchaser and the stockholders named therein.

Exhibit 10.1 SUPPORT AGREEMENT This SUPPORT AGREEMENT (this ?Agreement?), dated as of July 10, 2022, is entered into by and among INNOVIVA, INC., a Delaware corporation (?Parent?), INNOVIVA ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (?Purchaser?), and each of the stockholders of LA JOLLA PHARMACEUTICAL COMPANY set forth on Schedule A hereto (each, a ?Stoc

July 11, 2022 EX-10.1

SUPPORT AGREEMENT

Exhibit 10.1 Execution Version SUPPORT AGREEMENT This SUPPORT AGREEMENT (this ?Agreement?), dated as of July 10, 2022, is entered into by and among INNOVIVA, INC., a Delaware corporation (?Parent?), INNOVIVA ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (?Purchaser?), and each of the stockholders of LA JOLLA PHARMACEUTICAL COMPANY set forth on Schedule A her

July 11, 2022 EX-99.1

Innoviva to Acquire La Jolla Pharmaceutical Company

Exhibit 99.1 Innoviva to Acquire La Jolla Pharmaceutical Company ? Acquisition to strengthen Innoviva?s infectious disease and hospital portfolio with addition of GIAPREZA? and XERAVA? BURLINGAME, Calif. and WALTHAM, Mass. ? July 11, 2022 ? Innoviva, Inc. (Nasdaq: INVA), a diversified holding company with a portfolio of royalties and a growing portfolio of innovative healthcare assets, and La Joll

July 11, 2022 EX-99.1

Innoviva to Acquire La Jolla Pharmaceutical Company

Exhibit 99.1 Innoviva to Acquire La Jolla Pharmaceutical Company ? Acquisition to strengthen Innoviva?s infectious disease and hospital portfolio with addition of GIAPREZA(R) and XERAVA(R) BURLINGAME, Calif. and WALTHAM, Mass. ? July 11, 2022 ? Innoviva, Inc. (Nasdaq: INVA), a diversified holding company with a portfolio of royalties and a growing portfolio of innovative healthcare assets, and La

July 11, 2022 EX-2.1

among: Innoviva, Inc., a Delaware corporation Innoviva Acquisition Sub, Inc., a Delaware corporation; and La Jolla Pharmaceutical Company, a Delaware corporation Dated as of July 10, 2022

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among: Innoviva, Inc., a Delaware corporation Innoviva Acquisition Sub, Inc., a Delaware corporation; and La Jolla Pharmaceutical Company, a Delaware corporation Dated as of July 10, 2022 TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF TRANSACTION 2 1.1 The Offer 2 1.2 Offer Documents 3 1.3 Company Actions 4 1.4 Merger of Purchaser into th

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICA

May 2, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 1-362

March 9, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 1-36282 LA JOLLA PHARMACE

March 9, 2022 EX-21.1

Subsidiaries of La Jolla Pharmaceutical Company

Exhibit 21.1 Subsidiaries of La Jolla Pharmaceutical Company Name of Subsidiary Jurisdiction La Jolla Pharma, LLC Delaware Tetraphase Pharmaceuticals, Inc. Delaware La Jolla Pharmaceutical Holdings, LLC Delaware Tetraphase Pharma Securities, Inc. Massachusetts La Jolla Pharmaceutical Australia Pty Ltd Australia La Jolla Pharmaceutical I B.V. Netherlands La Jolla Pharmaceutical II B.V. Netherlands

March 9, 2022 EX-4.1

Description of Securities

Exhibit 4.1 DESCRIPTION OF REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of our common stock, par value $0.0001 per share (the ?Common Stock?), sets forth the general terms and provisions of our Common Stock. The following summary of our Certificate of Incorporation, as amended (the ?Certificate?), and Bylaws (the ?Bylaws

February 16, 2022 8-K

Financial Statements and Exhibits

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): February 15, 2022 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Delaware 1-36282 33-0361285 (State or other jurisdiction of incorporation or o

February 14, 2022 SC 13G/A

LJPC / La Jolla Pharmaceutical Company / RTW INVESTMENTS, LP - LA JOLLA PHARMACEUTICAL COMPANY Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 503459604 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the ru

December 2, 2021 SC 13D/A

LJPC / La Jolla Pharmaceutical Company / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 17 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 17)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 210 San Diego, CA 92121 (858) 200-3830 (Name,

November 18, 2021 EX-99

La Jolla Pharmaceutical Company Announces Share Repurchase Plan

Exhibit 99 La Jolla Pharmaceutical Company Announces Share Repurchase Plan WALTHAM, Massachusetts ? November 17, 2021 - La Jolla Pharmaceutical Company (Nasdaq: LJPC) today announced that it will commence a share repurchase plan for up to $10 million of the Company?s common stock.

November 18, 2021 8-K

Financial Statements and Exhibits

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): November 17, 2021 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Delaware 1-36282 33-0361285 (State or other jurisdiction of incorporation or o

November 4, 2021 S-8 POS

As filed with the Securities and Exchange Commission on November 4, 2021

As filed with the Securities and Exchange Commission on November 4, 2021 Registration No.

November 4, 2021 S-8 POS

As filed with the Securities and Exchange Commission on November 4, 2021

As filed with the Securities and Exchange Commission on November 4, 2021 Registration No.

November 4, 2021 S-8 POS

As filed with the Securities and Exchange Commission on November 4, 2021

As filed with the Securities and Exchange Commission on November 4, 2021 Registration No.

November 4, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEU

November 4, 2021 S-8 POS

As filed with the Securities and Exchange Commission on November 4, 2021

As filed with the Securities and Exchange Commission on November 4, 2021 Registration No.

November 4, 2021 S-8 POS

As filed with the Securities and Exchange Commission on November 4, 2021

As filed with the Securities and Exchange Commission on November 4, 2021 Registration No.

November 4, 2021 EX-10.1

Amended Employment Offer Letter by and between La Jolla Pharmaceutical Company and Larry Edwards

Exhibit 10.1 August 16, 2021 Larry Edwards Chief Executive Officer La Jolla Pharmaceutical Company [email protected] Re:Amendment to Employment Offer Letter Dear Larry: This letter agreement amends certain terms of your employment offer letter (the ?Offer Letter?), dated July 27, 2020, between you and La Jolla Pharmaceutical Company ("La Jolla"). Effective as of the date of this letter, Section 7.

November 2, 2021 EX-3.3

Specimen of Common Stock Certificate of La Jolla Pharmaceutical Company, a Delaware Corporation

EX-3.3 6 ljpc-ex3327.htm EX-3.3 EXHIBIT 3.3 LA JOLLA PHARMACEUTICAL COMPANY SPECIMEN COMMON STOCK CERTIFICATE COMMON STOCK NUMBER [ ] SHARES [ ] CUSIP 503459 60 4 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that is the owner of FULLY PAID AND NONASSESSABLE SHARES OF THE COMMON STOCK OF LA JOLLA PHARMACEUTICAL COMPANY transferable on the b

November 2, 2021 8-K12B

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: November 2, 2021 (Date of earliest event reported) LA JOLLA PHARMAC

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: November 2, 2021 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Delaware 1-36282 33-0361285 (State or other jurisdiction of incorporation) (Com

November 2, 2021 EX-10.1

Form of Indemnity Agreement of La Jolla Pharmaceutical Company, a Delaware Corporation

EXHIBIT 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made as of this day of November, 2021 by and between La Jolla Pharmaceutical Company, a Delaware corporation (the “Company”) and (“Indemnitee”). RECITALS WHEREAS, the Board of Directors has determined that in order to attract and retain qualified persons as directors and officers of the Company, it is in th

November 2, 2021 EX-10.2

La Jolla Pharmaceutical Company Amended and Restated 2013 Equity Incentive Plan

EXHIBIT 10.2 LA JOLLA PHARMACEUTICAL COMPANY AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan and sets forth certain operational rules related to those terms. 2. PURPOSE The Plan has been established to advance the interests of the Company by providing for the grant to Participants of Stock-based and

November 2, 2021 EX-2.1

Agreement and Plan of Merger, effective November 2, 2021, by and between La Jolla Pharmaceutical Company, a California Corporation, and La Jolla Pharmaceutical Company, a Delaware Corporation

EX-2.1 2 ljpc-ex2130.htm EX-2.1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER OF LA JOLLA PHARMACEUTICAL COMPANY A DELAWARE CORPORATION, AND LA JOLLA PHARMACEUTICAL COMPANY, A CALIFORNIA CORPORATION This AGREEMENT AND PLAN OF MERGER, effective as of November 2, 2021 (the “Merger Agreement”), is made by and between La Jolla Pharmaceutical Company, a Delaware corporation (“LJPC-Delaware”), and La Jolla P

November 2, 2021 EX-3.1

Amended and Restated Certificate of Incorporation of La Jolla Pharmaceutical Company, a Delaware Corporation

EX-3.1 4 ljpc-ex3129.htm EX-3.1 EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LA JOLLA PHARMACEUTICAL COMPANY (a Delaware Corporation) La Jolla Pharmaceutical Company, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is La Jolla Pharmaceutical Company.” The original ce

November 2, 2021 EX-3.2

Bylaws of La Jolla Pharmaceutical Company, a Delaware Corporation

EXHIBIT 3.2 BYLAWS OF LA JOLLA PHARMACEUTICAL COMPANY (a Delaware corporation) Article I MEETINGS OF STOCKHOLDERS Section 1.1 Annual Meeting. The annual meeting of stockholders, for the election of directors and for the transaction of such other business as may properly come before the meeting, shall be held at such place, if any, either within or outside of the State of Delaware, on such date and

November 2, 2021 EX-10.3

La Jolla Pharmaceutical 2018 Employee Stock Purchase Plan

EXHIBIT 10.3 LA JOLLA PHARMACEUTICAL COMPANY 2018 EMPLOYEE STOCK PURCHASE PLAN 1.Purpose. The purpose of the 2018 Employee Stock Purchase Plan, including any sub-plans or appendices hereto (the ?Plan?), is to provide an opportunity for Employees of La Jolla Pharmaceutical Company, a California corporation (the ?Company?) and its Participating Subsidiaries to purchase Common Stock of the Company an

November 2, 2021 EX-2.2

Certificate of Merger, effective November 2, 2021

EX-2.2 3 ljpc-ex2231.htm EX-2.2 EXHIBIT 2.2 CERTIFICATE OF MERGER OF LA JOLLA PHARMACEUTICAL COMPANY (a California corporation) WITH AND INTO LA JOLLA PHARMACEUTICAL COMPANY (a Delaware corporation) Pursuant to Section 252 of the Delaware General Corporation Law La Jolla Pharmaceutical Company, a Delaware corporation, hereby certifies as follows pursuant to Section 103 of the Delaware General Corp

August 5, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICAL

July 27, 2021 8-K

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: July 21, 2021 (Date of earliest event reported) LA JOLLA PHARMACEUT

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: July 21, 2021 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

June 4, 2021 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

June 4, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

May 27, 2021 SC 13D/A

LJPC / La Jolla Pharmaceutical Company / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 16 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 16)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 210 San Diego, CA 92121 (858) 200-3830 (Name,

May 25, 2021 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

May 7, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICA

April 30, 2021 10-K/A

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 1-362

March 8, 2021 EX-10.9

Master Manufacturing Services Agreement, dated June 14, 2017, by and between the Registrant and Patheon UK Limited

EX-10.9 5 ljpc-ex1091079.htm EX-10.9 Exhibit 10.9 Master Manufacturing Services Agreement Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omission. Master Manufacturing Services Agreement 14 JUNE 2017 Master Manufacturing Services Agreement Table of Contents ARTICLE 1 1 STRUCTURE OF AGREEMENT AND INTERPRETATION 1 1.1 MASTER A

March 8, 2021 EX-10.10

License Agreement, dated February 20, 2018, by and between the Registrant and Everest Medicines Limited

EX-10.10 6 ljpc-ex10101367.htm EX-10.10 Exhibit 10.10 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. CONFIDENTIAL LICENSE AGREEMENT BY AND BETWEEN Tetraphase Pharmaceuticals, INC. AND EVEREST MEDICINES LIMITED CONFIDENTIAL TABLE OF CONTENTS ARTICLE I.DEFINITIONS 1 ARTICLE II. LICENSES; EXCLUSIVITY 16 Section 2.01

March 8, 2021 EX-10.8

Amendment, dated as of December 5, 2017, by and between the Registrant and the President and Fellows of Harvard College, as amended

EX-10.8 4 ljpc-ex1081080.htm EX-10.8 Exhibit 10.8 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. Fourth Amendment to License Agreement This Fourth Amendment to License Agreement (this “Fourth Amendment”) is entered into as of this 5th day of December, 2017 (the “Fourth Amendment Effective Date”), by and between Te

March 8, 2021 EX-21.1

Subsidiaries of La Jolla Pharmaceutical Company

Exhibit 21.1 Subsidiaries of La Jolla Pharmaceutical Company Name of Subsidiary Jurisdiction La Jolla Pharma, LLC Delaware Tetraphase Pharmaceuticals, Inc. Delaware Tetraphase Pharma Securities, Inc. Massachusetts La Jolla Pharmaceutical Australia Pty Ltd Australia La Jolla Pharmaceutical I B.V. Netherlands La Jolla Pharmaceutical II B.V. Netherlands La Jolla Pharmaceutical III B.V. Netherlands Te

March 8, 2021 EX-10.7

License Agreement, dated as of August 3, 2006, by and between the Registrant and the President and Fellows of Harvard College, as amended

Exhibit 10.7 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. LICENSE AGREEMENT Between TETRAPHASE PHARMACEUTICALS, INC. And PRESIDENT AND FELLOWS OF HARVARD COLLEGE Table of Contents Section Page 1. Definitions 1 2. Title; Disclosure 6 3. Patent Filing, Prosecution and Maintenance 7 4. License Grant 9 5. Developmen

March 8, 2021 EX-10.11

Amendment No.1, dated July 29, 2019, to the License Agreement between Everest Medicines Limited and the Registrant

EX-10.11 7 ljpc-ex10111078.htm EX-10.11 Exhibit 10.11 This Amendment (“Amendment”) is made and entered into as of July 29, 2019 between Tetraphase Pharmaceuticals, Inc., a corporation organized and existing under the laws of Delaware with a principal place of business at 480 Arsenal Way, Watertown, MA 02472 (“Tetraphase”), and Everest Medicines Limited, an exempted company organized and existing u

March 8, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 1-36282 LA JOLLA PHARMACE

March 8, 2021 EX-10.6

PAION AG Exclusive Licensing Agreement, dated January 12, 2021

Exhibit 10.6 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. DATED JANUARY 12, 2021 (1) PAION AG (2) PAION DEUTSCHLAND GMBH (3) LA JOLLA PHARMACEUTICAL COMPANY (4) La Jolla Pharmaceutical II B.V. (5) La Jolla Pharma, LLC (6) Tetraphase

March 8, 2021 EX-10.13

Sublease by and between Cotiviti, Inc. and La Jolla Pharmaceutical Company

Exhibit 10.13 SUBLEASE THIS SUBLEASE (this ?Sublease?) is made and entered into this 21st day of December, 2020, by and between COTIVITI, INC., a Delaware corporation (?Sublandlord?) and LA JOLLA PHARMACEUTICAL COMPANY, a California corporation (?Subtenant?). 1.Basic Lease Provisions. 1.1. Property/Building Address: 201 Jones Road, Waltham, MA 02451 (the ?Property?) 1.2. Subtenant?s Address: 4747

February 12, 2021 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment No.

February 12, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 12, 2021 8-K

Financial Statements and Exhibits - 8-K PAION LICENSE AGREEMENT

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: January 12, 2021 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdict

January 4, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

December 18, 2020 8-K

Financial Statements and Exhibits - 8-K WATERTOWN LEASE TERMINATION

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: December 14, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdic

November 9, 2020 EX-10.1

Employment Offer Letter by and between La Jolla Pharmaceutical Company and Larry Edwards dated as of July 28, 2020

Exhibit 10.1 July 27, 2020 Larry Edwards [email protected] Dear Larry: On behalf of the Board of Directors, it is with pleasure that I offer you the position of President and Chief Executive Officer of La Jolla Pharmaceutical Company ("La Jolla") effective on the closing of La Jolla's acquisition of Tetraphase Pharmaceuticals, Inc. (the "Effective Date"). The terms of this offer of employment ar

November 9, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEU

November 5, 2020 EX-16.1

Letter from Squar Milner, LLP, dated November 5, 2020

Exhibit 16.1 November 5, 2020 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Dear Ladies and Gentlemen: We are the former independent registered public accounting firm for La Jolla Pharmaceutical Company (the “Company”). We have read the Company’s disclosure set forth in Item 4.01 “Changes in Registrant’s Certifying Accountant” of the Company’s Current Report on Form

November 5, 2020 8-K

Financial Statements and Exhibits - 8-K

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: November 1, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdict

October 30, 2020 8-K

- 8-K

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: October 29, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdict

October 13, 2020 8-K/A

Financial Statements and Exhibits - 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 28, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State o

October 13, 2020 EX-99.2

TETRAPHASE PHARMACEUTICALS, INC. Index to the Condensed Consolidated Financial Statements Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 (Unaudited) 1 Condensed Consolidated Statements of Operations for the Six Months

EX-99.2 Exhibit 99.2 TETRAPHASE PHARMACEUTICALS, INC. Index to the Condensed Consolidated Financial Statements Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 (Unaudited) 1 Condensed Consolidated Statements of Operations for the Six Months Ended June 30, 2020 and 2019 (Unaudited) 2 Condensed Consolidated Statements of Stockholders’ Equity for the Six Months Ended Ju

October 13, 2020 EX-99.3

LA JOLLA PHARMACEUTICAL COMPANY UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EX-99.3 4 d33045dex993.htm EX-99.3 Exhibit 99.3 LA JOLLA PHARMACEUTICAL COMPANY UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On July 28, 2020, La Jolla Pharmaceutical Company (“La Jolla”) completed its acquisition of Tetraphase Pharmaceuticals, Inc. (“Tetraphase”), a biopharmaceutical company focused on commercializing its novel tetracycline, XERAVATM (eravacycline), to treat seriou

October 2, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

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: September 30, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdi

September 17, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

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: September 11, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdi

September 11, 2020 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 15 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 15)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 210 San Diego, CA 92121 (858) 200-3830 (Name,

August 18, 2020 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 14 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 14)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 210 San Diego, CA 92121 (858) 200-3830 (Name,

August 11, 2020 8-K

Termination of a Material Definitive Agreement

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: August 6, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdictio

August 6, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICAL

July 29, 2020 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) TETRAPHASE PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) TTP MERGER SUB, INC. (Offeror) LA JOLLA PHARMACEUTICAL COMPANY (Parent of Offeror) Common Stock, Par Value $0.001 Per Share (Title of

July 29, 2020 SC 13D/A

TTPH / Tetraphase Pharmaceuticals, Inc. / LA JOLLA PHARMACEUTICAL CO - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tetraphase Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 88165N204 (CUSIP Number) Michael Hearne La Jolla Pharmaceutical Company 4550 Towne Centre Court San Diego, CA 92121 (858) 333-5769 Copies to

July 29, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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: July 28, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

July 29, 2020 EX-10.1

Contingent Value Rights Agreement, dated as of July 17, 2020, between La Jolla Pharmaceutical Company and American Stock Transfer & Trust Company, LLC, as Rights Agent

CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of July 17, 2020 (this “Agreement”), is entered into by and between La Jolla Pharmaceutical Company, a California corporation (“Parent”), and American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agent”).

July 29, 2020 EX-99.(A)(5)(B)

La Jolla Pharmaceutical Company Announces the Closing of Acquisition of Tetraphase Pharmaceuticals, Inc.

Exhibit (a)(5)(B) La Jolla Pharmaceutical Company Announces the Closing of Acquisition of Tetraphase Pharmaceuticals, Inc.

July 1, 2020 SC 13D/A

TTPH / Tetraphase Pharmaceuticals, Inc. / LA JOLLA PHARMACEUTICAL CO - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tetraphase Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 88165N204 (CUSIP Number) Michael Hearne La Jolla Pharmaceutical Company 4550 Towne Centre Court San Diego, CA 92121 (858) 333-5769 Copies to

June 30, 2020 8-K

Submission of Matters to a Vote of Security Holders

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 25, 2020 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or org

June 29, 2020 EX-99.(D)(2)

CONFIDENTIALITY AGREEMENT

Exhibit (d)(2) CONFIDENTIALITY AGREEMENT This Confidentiality Agreement (the “Agreement”) dated May 8, 2020 (the “Effective Date”), between Tetraphase Pharmaceuticals, Inc.

June 29, 2020 EX-99.A1F

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase, dated June 29, 2020, and the related Letter of Transmit

Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below).

June 29, 2020 EX-99.(D)(5)

[Signature Page Follows]

Exhibit (d)(5) GUARANTEE This Guarantee (the “Guarantee”) is being entered into order to induce Tetraphase Pharmaceuticals, Inc.

June 29, 2020 EX-99.A1C

Notice of Guaranteed Delivery For Tender of Shares of Common Stock of TETRAPHASE PHARMACEUTICALS, INC. a Delaware corporation at   $2.00 PER SHARE IN CASH, PLUS ONE NON-TRANSFERABLE CONTRACTUAL CONTINGENT VALUE RIGHT (“CVR”) FOR EACH SHARE, WHICH REP

Exhibit (a)(1)(C) Notice of Guaranteed Delivery For Tender of Shares of Common Stock of TETRAPHASE PHARMACEUTICALS, INC.

June 29, 2020 EX-99.A1E

Offer to Purchase for Cash All Outstanding Shares of Common Stock of TTP MERGER SUB, INC. a Delaware corporation at $2.00 PER SHARE IN CASH, PLUS ONE NON-TRANSFERABLE CONTRACTUAL CONTINGENT VALUE RIGHT (“CVR”) FOR EACH SHARE, WHICH REPRESENTS THE RIG

Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of TTP MERGER SUB, INC.

June 29, 2020 SC TO-T

- SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 TETRAPHASE PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) TTP MERGER SUB, INC. (Offeror) LA JOLLA PHARMACEUTICAL COMPANY (Parent of Offeror) Common Stock, Par Value $0.001 Per Share (Title of Class of Securiti

June 29, 2020 EX-99.A1D

Offer to Purchase for Cash All Outstanding Shares of Common Stock of TETRAPHASE PHARMACEUTICALS, INC. a Delaware corporation at $2.00 PER SHARE IN CASH, PLUS ONE NON-TRANSFERABLE CONTRACTUAL CONTINGENT VALUE RIGHT (“CVR”) FOR EACH SHARE, WHICH REPRES

EX-99.A1D 5 nt10013080x2ex99-a1d.htm EXHIBIT (A)(1)(D) Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of TETRAPHASE PHARMACEUTICALS, INC. a Delaware corporation at $2.00 PER SHARE IN CASH, PLUS ONE NON-TRANSFERABLE CONTRACTUAL CONTINGENT VALUE RIGHT (“CVR”) FOR EACH SHARE, WHICH REPRESENTS THE RIGHT TO RECEIVE ONE OR MORE PAYMENTS IN CASH, CURRENTLY ESTIMATED T

June 29, 2020 EX-99.A1A

Offer to Purchase All Outstanding Shares of Common Stock of TETRAPHASE PHARMACEUTICALS, INC. At   $2.00 per Share in Cash, Plus One Non-Transferable Contractual Contingent Value Right (“CVR”) for Each Share, which Represents the Right to Receive One

EX-99.A1A 2 nt10013080x2ex99-a1a.htm EXHIBIT (A)(1)(A) TABLE OF CONTENTS Exhibit (a)(1)(A) Offer to Purchase All Outstanding Shares of Common Stock of TETRAPHASE PHARMACEUTICALS, INC. At   $2.00 per Share in Cash, Plus One Non-Transferable Contractual Contingent Value Right (“CVR”) for Each Share, which Represents the Right to Receive One or More Payments in Cash, Currently Estimated to Be up to A

June 29, 2020 EX-99.A1B

Letter of Transmittal To Tender Shares of Common Stock of   TETRAPHASE PHARMACEUTICALS, INC.   a Delaware corporation at   $2.00 PER SHARE IN CASH, PLUS ONE NON-TRANSFERABLE CONTRACTUAL CONTINGENT VALUE RIGHT (“CVR”) FOR EACH SHARE, WHICH REPRESENTS

Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of   TETRAPHASE PHARMACEUTICALS, INC.

June 26, 2020 SC 13D/A

TTPH / Tetraphase Pharmaceuticals, Inc. / LA JOLLA PHARMACEUTICAL CO - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tetraphase Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 88165N204 (CUSIP Number) Michael Hearne La Jolla Pharmaceutical Company 4550 Towne Centre Court San Diego, CA 92121 (858) 333-5769 Copies to

June 24, 2020 EX-2.1

Agreement and Plan of Merger by and among the La Jolla, Merger Sub and Tetraphase, dated June 24, 2020.

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: LA JOLLA PHARMACEUTICAL COMPANY, a California corporation; TTP MERGER SUB, INC., a Delaware corporation; and TETRAPHASE PHARMACEUTICALS, INC., a Delaware corporation Dated as of June 24, 2020 TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF TRANSACTION 2 1.1 The Offer 2 1.2 Offer Documents 4 1.3 Company Actions 5 1.4 Merger of

June 24, 2020 EX-10.3

Form of Exchange Agreement, dated June 24, 2020, by and among La Jolla, Merger Sub and the holder named therein.

EX-10.3 Exhibit 10.3 FORM OF EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”), dated as of June 24, 2020, is entered into by and among La Jolla Pharmaceutical Company, a California corporation (“Parent”), TTP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and the stockholder of Tetraphase Pharmaceuticals, Inc. set forth on Schedule A he

June 24, 2020 EX-10.2

Form of Support Agreement, dated June 24, 2020, by and among La Jolla, Merger Sub and the stockholder named therein.

EX-10.2 Exhibit 10.2 FORM OF SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of June 24, 2020, is entered into by and among La Jolla Pharmaceutical Company, a California corporation (“Parent”), TTP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and each of the stockholders of Tetraphase Pharmaceuticals, Inc. set forth on Schedu

June 24, 2020 EX-10.1

Form of Contingent Value Rights Agreement, by and between La Jolla and the Rights Agent.

EX-10.1 3 d949145dex101.htm EX-10.1 Exhibit 10.1 EXHIBIT D FORM OF CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [●], 2020 (this “Agreement”), is entered into by and between La Jolla Pharmaceutical Company, a California corporation (“Parent”), and [●]1, as Rights Agent (the “Rights Agent”). RECITALS WHEREAS, Parent, TTP Merger Sub, Inc., a Delaware corporati

June 24, 2020 EX-10.1

Form of Contingent Value Rights Agreement, by and between La Jolla and the Rights Agent.

EX-10.1 3 d949145dex101.htm EX-10.1 Exhibit 10.1 EXHIBIT D FORM OF CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [●], 2020 (this “Agreement”), is entered into by and between La Jolla Pharmaceutical Company, a California corporation (“Parent”), and [●]1, as Rights Agent (the “Rights Agent”). RECITALS WHEREAS, Parent, TTP Merger Sub, Inc., a Delaware corporati

June 24, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 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: June 24, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdic

June 24, 2020 EX-10.2

Form of Support Agreement, dated June 24, 2020, by and among La Jolla, Merger Sub and the stockholder named therein.

EX-10.2 4 d949145dex102.htm EX-10.2 Exhibit 10.2 FORM OF SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of June 24, 2020, is entered into by and among La Jolla Pharmaceutical Company, a California corporation (“Parent”), TTP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and each of the stockholders of Tetraphase Pharmaceutica

June 24, 2020 EX-10.3

Form of Exchange Agreement, dated June 24, 2020, by and among La Jolla, Merger Sub and the holder named therein.

EX-10.3 Exhibit 10.3 FORM OF EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”), dated as of June 24, 2020, is entered into by and among La Jolla Pharmaceutical Company, a California corporation (“Parent”), TTP Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), and the stockholder of Tetraphase Pharmaceuticals, Inc. set forth on Schedule A he

June 24, 2020 EX-2.1

Agreement and Plan of Merger by and among La Jolla, Merger Sub and Tetraphase, dated June 24, 2020

EX-2.1 2 d949145dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: LA JOLLA PHARMACEUTICAL COMPANY, a California corporation; TTP MERGER SUB, INC., a Delaware corporation; and TETRAPHASE PHARMACEUTICALS, INC., a Delaware corporation Dated as of June 24, 2020 TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF TRANSACTION 2 1.1 The Offer 2 1.2 Offer Documents 4 1.3 Compa

June 24, 2020 SC TO-C

- 8-K

8-K 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: June 24, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdic

June 22, 2020 EX-2

4550 Towne Centre Court | San Diego, California 92121

4550 Towne Centre Court | San Diego, California 92121 May 11, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

June 22, 2020 SC TO-C

- 8-K

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: June 19, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

June 22, 2020 8-K

Financial Statements and Exhibits, Other Events

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: June 19, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

June 22, 2020 EX-3

4550 Towne Centre Court | San Diego, California 92121

4550 Towne Centre Court | San Diego, California 92121 June 19, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

June 22, 2020 EX-1

4550 Towne Centre Court | San Diego, California 92121

4550 Towne Centre Court | San Diego, California 92121 May 6, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

June 22, 2020 EX-99.1

Correspondence dated June 19, 2020

4550 Towne Centre Court | San Diego, California 92121 June 19, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

June 22, 2020 EX-99.1

4550 Towne Centre Court | San Diego, California 92121

4550 Towne Centre Court | San Diego, California 92121 June 19, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

June 22, 2020 SC 13D

TTPH / Tetraphase Pharmaceuticals, Inc. / LA JOLLA PHARMACEUTICAL CO - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Tetraphase Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 88165N204 (CUSIP Number) Michael Hearne La Jolla Pharmaceutical Company 4550 Towne Centre Court San Diego, CA 92121 (858) 207-4264 Copies to: R

June 5, 2020 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 13 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 13)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 510 San Diego, CA 92121 (858) 200-3830 (Name,

June 2, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Costs Associated with Exit or Disposal Activities, Other Events

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: June 2, 2020 (May 28, 2020) (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or othe

May 27, 2020 8-K

Other Events

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: May 26, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

May 14, 2020 CORRESP

-

May 14, 2020 Via EDGAR Nicholas P. Panos Senior Special Counsel Office of Mergers & Acquisitions Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549-3628 Re: La Jolla Pharmaceutical Co. Schedule TO-C filed on May 12, 2020 File No. 005-44849 Dear Mr. Panos: On behalf of our client, La Jolla Pharmaceutical Company (“La Jolla”), set forth be

May 12, 2020 EX-99.1

AGREEMENT AND PLAN OF MERGER among: LA JOLLA PHARMACEUTICAL COMPANY, a California corporation; TTP MERGER SUB, INC., a Delaware corporation; and TETRAPHASE PHARMACEUTICALS, INC., a Delaware corporation ________________________ Dated as of May [•], 20

a1039080093ljpctetraphas AGREEMENT AND PLAN OF MERGER among: LA JOLLA PHARMACEUTICAL COMPANY, a California corporation; TTP MERGER SUB, INC.

May 12, 2020 8-K

Financial Statements and Exhibits, Other Events

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: May 11, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

May 12, 2020 EX-99.2

4550 Towne Centre Court | San Diego, California 92121

4550 Towne Centre Court | San Diego, California 92121 May 11, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

May 12, 2020 EX-99.2

Correspondence dated May 11, 2020

4550 Towne Centre Court | San Diego, California 92121 May 11, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc.

May 12, 2020 SC TO-C

- 8-K

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: May 11, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction

May 12, 2020 EX-99.1

Form of Agreement and Plan of Merger

a1039080093ljpctetraphas AGREEMENT AND PLAN OF MERGER among: LA JOLLA PHARMACEUTICAL COMPANY, a California corporation; TTP MERGER SUB, INC.

May 6, 2020 EX-99.1

4550 Towne Centre Court | San Diego, California 92121

Exhibit 99.1 4550 Towne Centre Court | San Diego, California 92121 May 6, 2020 Board of Directors Tetraphase Pharmaceuticals, Inc. 480 Arsenal Way, Suite 100 Watertown, MA 02472 Dear Members of the Board: On behalf of La Jolla Pharmaceutical Company, I am pleased to submit this non-binding proposal to acquire 100% of the equity of Tetraphase Pharmaceuticals, Inc. for $22 million in cash plus an ad

May 6, 2020 8-K

Financial Statements and Exhibits, Other Events

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: May 6, 2020 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-0361285 (State or other jurisdiction o

May 4, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICA

May 4, 2020 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

April 29, 2020 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

April 29, 2020 EX-3.1

Amended and Restated Bylaws, as adopted and effective as of April 29, 2020

EX-3.1 2 exhibit29april2020.htm EXHIBIT 3.1 Exhibit 3.1 LA JOLLA PHARMACEUTICAL COMPANY (the “Corporation”) BYLAWS (AMENDED AND RESTATED) SECTION 1. OFFICES Section 1.1 Principal Executive Office. The Board of Directors shall fix the location of the principal executive office of the Corporation at any place within or outside the State of California. If the principal executive office is located out

April 29, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): April 29, 2020 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation) (Com

March 13, 2020 8-K

Financial Statements and Exhibits, Other Events

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): March 13, 2020 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or or

March 13, 2020 EX-99.1

La Jolla Pharmaceutical Company to Provide GIAPREZA™ (Angiotensin II) in Italy for Compassionate Use in Patients with Septic Shock Associated with COVID-19

EX-99.1 2 exhibitfy20compassionateuse.htm EXHIBIT 99.1 Exhibit 99.1 La Jolla Pharmaceutical Company to Provide GIAPREZA™ (Angiotensin II) in Italy for Compassionate Use in Patients with Septic Shock Associated with COVID-19 SAN DIEGO, CA - March 13, 2020 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), which is dedicated to the development and commercialization of innovative therapies that improv

March 2, 2020 EX-10.1

Form of Indemnification Agreement

EXHIBIT 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made as of this day of by and between La Jolla Pharmaceutical Company, a California corporation (the “Company”) and (“Indemnitee”). RECITALS WHEREAS, the Board of Directors has determined that in order to attract and retain qualified persons as directors and officers of the Company, it is in the best intere

March 2, 2020 EX-4.2

Description of Securities

EX-4.2 2 exhibit42fy201910-k.htm EXHIBIT 4.2 Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of our common stock, par value $0.0001 per share (the “Common Stock”), sets forth the general terms and provisions of our Common Stock. The following summary of our Amended and Restated Articles of Incorpo

March 2, 2020 EX-10.5

Employment Offer Letter by and between La Jolla Pharmaceutical Company and Darryl Wellinghoff dated as of February 25, 2019

EXHIBIT 10.5 February 25, 2019 Darryl Wellinghoff 144 Jefferson’s Hundred Williamsburg, VA 23185 RE: Offer of Employment Dear Darryl, La Jolla Pharmaceutical Company (the “Company”) is pleased to offer you the regular, full-time, exempt position of Chief Commercial Officer reporting to Chief Executive Officer. Your anticipated start date of employment (“Employment Start Date”) will tentatively be

March 2, 2020 EX-21.1

Subsidiaries of La Jolla Pharmaceutical Company

Exhibit 21.1 Subsidiaries of La Jolla Pharmaceutical Company Name of Subsidiary Jurisdiction La Jolla Pharma, LLC Delaware La Jolla Pharmaceutical I B.V. Netherlands La Jolla Pharmaceutical II B.V. Netherlands La Jolla Pharmaceutical III B.V. Netherlands La Jolla Pharmaceutical Australia Pty Ltd Australia

March 2, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICAL COM

February 14, 2020 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2020 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 503459 60 4 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriat

February 14, 2020 EX-99.1

AGREEMENT

EX-99.1 2 d882702dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 14, 2

February 14, 2020 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment No.

February 13, 2020 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / SECTORAL ASSET MANAGEMENT INC - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* LA JOLLA PHARMACEUTICAL COMPANY (Name of Issuer) COMMON STOCK (Title of Class of Securities) 503459604 (CUSIP Number) DECEMBER 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

February 13, 2020 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / Broadfin Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 14, 2020 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 12 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 12)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 510 San Diego, CA 92121 (858) 200-3830 (Name,

January 10, 2020 EX-99.1

La Jolla Pharmaceutical Company Announces Preliminary GIAPREZA™ (Angiotensin II) Net Sales for the Three and Twelve Months Ended December 31, 2019

Exhibit 99.1 La Jolla Pharmaceutical Company Announces Preliminary GIAPREZA™ (Angiotensin II) Net Sales for the Three and Twelve Months Ended December 31, 2019 SAN DIEGO, CA - January 9, 2020 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering from lif

January 10, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 9, 2020 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or o

December 23, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 18, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or

December 6, 2019 8-K

Current Report

8-K 1 a20198-k06dec19.htm 8-K 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: December 2, 2019 (Date of earliest event reported) LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) Commission File Number: 1-36282 California 33-036

November 29, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): November 23, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or

November 29, 2019 EX-99.1

La Jolla to Reassess Continued Development of LJPC-401 Based on Recent Clinical Results

Exhibit 99.1 La Jolla to Reassess Continued Development of LJPC-401 Based on Recent Clinical Results SAN DIEGO, CA - November 25, 2019 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering from life-threatening diseases, today announced that it will reas

November 12, 2019 10-Q

LJPC / La Jolla Pharmaceutical Co. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEU

October 11, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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): October 8, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation) (Co

October 9, 2019 CORRESP

LJPC / La Jolla Pharmaceutical Co. CORRESP - -

October 9, 2019 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

September 19, 2019 CORRESP

LJPC / La Jolla Pharmaceutical Co. CORRESP - -

September 19, 2019 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

September 18, 2019 DEF 14A

La Jolla Pharmaceutical Company Amended and Restated 2013 Equity Incentive Plan

DEF 14A 1 proxy2019.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permit

August 7, 2019 EX-99.1

La Jolla Pharmaceutical Company Announces Financial Results for the Three and Six Months Ended June 30, 2019 and Highlights Recent Corporate Progress

Exhibit 99.1 La Jolla Pharmaceutical Company Announces Financial Results for the Three and Six Months Ended June 30, 2019 and Highlights Recent Corporate Progress SAN DIEGO, CA - August 1, 2019 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering from l

August 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 1, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or or

August 1, 2019 10-Q

LJPC / La Jolla Pharmaceutical Co. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-36282 LA JOLLA PHARMACEUTICAL

June 14, 2019 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, $0.

June 14, 2019 SC 13G

LJPC / La Jolla Pharmaceutical Co. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

May 6, 2019 EX-99.1

La Jolla Pharmaceutical Company Announces Financial Results for the Three Months Ended March 31, 2019 and Highlights Recent Corporate Progress

Exhibit 99.1 La Jolla Pharmaceutical Company Announces Financial Results for the Three Months Ended March 31, 2019 and Highlights Recent Corporate Progress SAN DIEGO, CA - May 6, 2019 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering from life-threat

May 6, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 6, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or organ

May 6, 2019 10-Q

LJPC / La Jolla Pharmaceutical Co. 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICA

April 30, 2019 10-K/A

LJPC / La Jolla Pharmaceutical Co. 10-K/A Annual Report 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No.

April 10, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / SCOPIA CAPITAL MANAGEMENT LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

March 4, 2019 EX-99.1

La Jolla Pharmaceutical Company Announces Financial Results for the Three and Twelve Months Ended December 31, 2018 and Highlights Recent Corporate Progress and Key Objectives

EX-99.1 2 exhibit4q18.htm EXHIBIT 99.1 Exhibit 99.1 La Jolla Pharmaceutical Company Announces Financial Results for the Three and Twelve Months Ended December 31, 2018 and Highlights Recent Corporate Progress and Key Objectives SAN DIEGO, CA - March 4, 2019 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intende

March 4, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 4, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or org

March 4, 2019 10-K

Power of Attorney (previously filed)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 33-0361285 (State or other jurisdiction of incorporation or organization) (I.

March 4, 2019 EX-21.1

Subsidiaries of La Jolla Pharmaceutical Company

Exhibit 21.1 Subsidiaries of La Jolla Pharmaceutical Company Name of Subsidiary Jurisdiction La Jolla Pharma, LLC Delaware La Jolla Pharmaceutical I B.V. Netherlands La Jolla Pharmaceutical II B.V. Netherlands La Jolla Pharmaceutical III B.V. Netherlands La Jolla Pharmaceutical Australia Pty Ltd Australia

February 14, 2019 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment No.

February 14, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / Consonance Capital Management LP - CONSONANCE CAPITAL MANAGEMENT LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* LA JOLLA PHARMACEUTICAL CO (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 503459604 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

February 14, 2019 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of Schedule 13G (including additional amendments thereto) with respect to the Common Stock, $0.0001 par value per share, of La Jolla Pharmaceutical Company. This Joint Filing Agreement shall be fil

February 14, 2019 SC 13G

LJPC / La Jolla Pharmaceutical Co. / SCOPIA CAPITAL MANAGEMENT LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 13, 2019 SC 13G

LJPC / La Jolla Pharmaceutical Co. / SECTORAL ASSET MANAGEMENT INC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Original Filing)* LA JOLLA PHARMACEUTICAL COMPANY (Name of Issuer) COMMON STOCK (Title of Class of Securities) 503459604 (CUSIP Number) DECEMBER 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

February 13, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / Broadfin Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 11, 2019 SC 13G

LJPC / La Jolla Pharmaceutical Co. / Venrock Healthcare Capital Partners Ii, L.p. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* La Jolla Pharmaceutical Company (Name of Issuer) COMMON STOCK (Title of Class of Securities) 503459604 (CUSIP Number) February 1, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

February 8, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / PRUDENTIAL FINANCIAL INC Passive Investment

13G HTML File DOCUMENT TYPE SC 13G/A TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 31, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / PRUDENTIAL FINANCIAL INC Passive Investment

13G HTML File DOCUMENT TYPE SC 13G/A TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 14, 2019 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 11 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 510 San Diego, CA 92121 (858) 200-3830 (Name,

January 11, 2019 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 503459 60 4 (CUSIP Number) January 8, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

January 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 7, 2019 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or o

January 7, 2019 EX-99.1

La Jolla Pharmaceutical Company Highlights Recent Corporate Progress and Key Objectives - Fourth-Quarter 2018 Net Sales of GIAPREZA Were Approximately $4.2 Million, Up 20% from the Third Quarter of 2018 - - Full-Year 2019 Net Sales Guidance for GIAPR

Exhibit 99.1 La Jolla Pharmaceutical Company Highlights Recent Corporate Progress and Key Objectives - Fourth-Quarter 2018 Net Sales of GIAPREZA Were Approximately $4.2 Million, Up 20% from the Third Quarter of 2018 - - Full-Year 2019 Net Sales Guidance for GIAPREZA of $24 Million to $28 Million - - Decision on GIAPREZA MAA by EMA Expected in June of 2019 - - NDA Planned for New Investigational Pr

October 24, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 24, 2018 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or

October 24, 2018 EX-99.1

La Jolla Pharmaceutical Company Announces Financial Results for the Three and Nine Months Ended September 30, 2018

EX-99.1 2 exhibit3q18.htm EXHIBIT 99.1 Exhibit 99.1 La Jolla Pharmaceutical Company Announces Financial Results for the Three and Nine Months Ended September 30, 2018 SAN DIEGO, CA - October 24, 2018 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering

October 24, 2018 10-Q

LJPC / La Jolla Pharmaceutical Co. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 33-0361285 (State or other jurisdiction of incorporation or organization) (I.

October 23, 2018 CORRESP

LJPC / La Jolla Pharmaceutical Co. CORRESP

CORRESP 4550 Towne Centre Court | San Diego, California | 92121 October 23, 2018 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F.

October 15, 2018 S-8

LJPC / La Jolla Pharmaceutical Co. S-8

As filed with the Securities and Exchange Commission on October 15, 2018 Registration No.

October 15, 2018 S-3

LJPC / La Jolla Pharmaceutical Co. FORM S-3

Form S-3 Table of Contents As filed with the Securities and Exchange Commission on October 15, 2018 Registration Statement No.

October 15, 2018 EX-4.4

Form of Indenture**

EX-4.4 Exhibit 4.4 LA JOLLA PHARMACEUTICAL COMPANY Debt Securities Indenture Dated as of [ ] [ ], as Trustee CROSS-REFERENCE TABLE This Cross-Reference Table is not a part of the Indenture TIA Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (b) 7.08; 7.10; 12.02 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.05 (b) 12.03 (c) 12.03 313(a) 7.06 (b)(1) N.A. (b)(2) 7.06 (c) 12.02

September 18, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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): September 12, 2018 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation o

August 22, 2018 DEF 14A

La Jolla Pharmaceutical Company 2018 Employee Stock Purchase Plan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

August 8, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 8, 2018 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or or

August 8, 2018 EX-99.1

La Jolla Pharmaceutical Company Announces Financial Results for the Three and Six Months Ended June 30, 2018 and Recent Corporate Progress

EX-99.1 2 exhibit2q18.htm EXHIBIT 99.1 Exhibit 99.1 La Jolla Pharmaceutical Company Announces Financial Results for the Three and Six Months Ended June 30, 2018 and Recent Corporate Progress SAN DIEGO, CA - August 8, 2018 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes

August 8, 2018 10-Q

LJPC / La Jolla Pharmaceutical Co. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 33-0361285 (State or other jurisdiction of incorporation or organization) (I.

May 14, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition, Completion of Acquisition or Disposition of Assets

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): May 10, 2018 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporation or orga

May 14, 2018 EX-10.1

Revenue Interest Agreement, dated May 10, 2018, among La Jolla Pharma, LLC and the Entities Managed by HealthCare Royalty Management, LLC

EX-10.1 2 ex101hcrprevenueinterestag.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION REVENUE INTEREST AGREEMENT Dated as of May 10, 2018 Between LA JOLLA PHARMA, LLC, as Product Sub and THE ENTITIES MANAGED BY HEALTHCARE ROYALTY MANAGEMENT, LLC IDENTIFIED HEREIN, collectively as Investor USActive 42004257.15 TABLE OF CONTENTS ARTICLE I. CERTAIN DEFINITIONS SECTION 1.01 DEFINITIONS.................

May 14, 2018 EX-99.1

La Jolla Pharmaceutical Company Announces Financial Results for the Three Months Ended March 31, 2018 and Recent Corporate Progress

EX-99.1 3 exhibit1q18.htm EXHIBIT 99.1 Exhibit 99.1 La Jolla Pharmaceutical Company Announces Financial Results for the Three Months Ended March 31, 2018 and Recent Corporate Progress SAN DIEGO, CA - May 10, 2018 - La Jolla Pharmaceutical Company (Nasdaq: LJPC), a leader in the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patien

May 10, 2018 10-Q

LJPC / La Jolla Pharmaceutical Co. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 33-0361285 (State or other jurisdiction of incorporation or organization) (I.

April 30, 2018 10-K/A

LJPC / La Jolla Pharmaceutical Co. 10-K/A (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No.

March 20, 2018 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 10 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin C. Tang Tang Capital Management, LLC 4747 Executive Drive, Suite 510 San Diego, CA 92121 (858) 200-3830 (Nam

March 16, 2018 EX-1.1

Underwriting Agreement, dated March 14, 2018, between La Jolla Pharmaceutical Company and Cowen and Company, LLC

EX-1.1 Exhibit 1.1 EXECUTION DRAFT 3,400,000 Shares La Jolla Pharmaceutical Company UNDERWRITING AGREEMENT March 14, 2018 Cowen and Company, LLC 599 Lexington Ave., 27th floor New York, NY 10022 Ladies and Gentlemen: Introductory. La Jolla Pharmaceutical Company, a California corporation (the “Company”), proposes to issue and sell Cowen and Company, LLC (the “Underwriter”) an aggregate of 3,400,00

March 16, 2018 8-K

Current Report

Form 8-K 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): March 14, 2018 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorporat

March 16, 2018 424B5

3,400,000 Shares Common Stock

424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration Statement No.

March 14, 2018 424B5

Subject to Completion Preliminary Prospectus Supplement dated March 14, 2018

424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration Statement No.

March 1, 2018 SC 13D/A

LJPC / La Jolla Pharmaceutical Co. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 9 Activist Investment

SC 13D/A 1 p228181sc13da9.htm AMENDMENT NO. 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 503459604 (CUSIP Number) Kevin C. Tang Tang Capital Management, LLC 4747 Executive Drive, Suit

February 22, 2018 EX-10.16

The George Washington University Amended and Restated Patent License Agreement†

[***] Portions of this Exhibit have been redacted pursuant to a Confidential Treatment Request.

February 22, 2018 EX-21.1

Subsidiaries of La Jolla Pharmaceutical Company

Exhibit 21.1 Subsidiaries of La Jolla Pharmaceutical Company Name of Subsidiary Jurisdiction La Jolla Pharmaceutical I B.V. Netherlands La Jolla Pharmaceutical II B.V. Netherlands La Jolla Pharmaceutical III B.V. Netherlands La Jolla Pharmaceutical Australia Pty Ltd Australia

February 22, 2018 10-K

Power of Attorney (previously filed)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-36282 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 33-0361285 (State or other jurisdiction of incorporation or organization) (I.

February 14, 2018 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment No.

February 14, 2018 SC 13G

LJPC / La Jolla Pharmaceutical Co. / Consonance Capital Management LP - CONSONANCE CAPITAL MANAGEMENT LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 LA JOLLA PHARMACEUTICAL CO (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 503459604 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

February 14, 2018 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 7, 2018 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / FRANKLIN RESOURCES INC Passive Investment

lajo17a4.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 503459604 13G Page 1 of 12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* LA JOLLA PHARMACEUTICAL COMPANY (Name of Issuer) Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 503459604 (CUSIP Number) December 31,

January 30, 2018 8-K

Current Report

Document 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): January 30, 2018 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorpor

January 26, 2018 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / PRUDENTIAL FINANCIAL INC Passive Investment

13G HTML File DOCUMENT TYPE SC 13G/A TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 11, 2018 SC 13G

LJPC / La Jolla Pharmaceutical Co. / Broadfin Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 11, 2018 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / Broadfin Capital, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

December 29, 2017 8-K

Current Report

Document 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): December 22, 2017 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorpo

December 29, 2017 EX-99.1

0 ™ Corporate Presentation GIAPREZA™ (angiotensin II) Update NASDAQ: LJPC December 2017 1 Forward Looking Statement These slides contain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These

lajollapharmaceuticalcom 0 ? Corporate Presentation GIAPREZA? (angiotensin II) Update NASDAQ: LJPC December 2017 1 Forward Looking Statement These slides contain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995.

December 28, 2017 EX-99.1

La Jolla Pharmaceutical Company Announces FDA Approval of GiaprezaTM (angiotensin II) Giapreza increases blood pressure in adults with septic or other distributive shock La Jolla to host conference call and webcast at 8:30 a.m. EST on December 22, 20

EX-99.1 2 exhibit12212017.htm EXHIBIT 99.1 La Jolla Pharmaceutical Company Announces FDA Approval of GiaprezaTM (angiotensin II) Giapreza increases blood pressure in adults with septic or other distributive shock La Jolla to host conference call and webcast at 8:30 a.m. EST on December 22, 2017 SAN DIEGO - December 21, 2017 - La Jolla Pharmaceutical Company (Nasdaq: LJPC) (the Company or La Jolla)

December 28, 2017 8-K

Current Report

Document 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): December 21, 2017 LA JOLLA PHARMACEUTICAL COMPANY (Exact name of registrant as specified in its charter) California 1-36282 33-0361285 (State or other jurisdiction of incorpo

December 18, 2017 SC 13G/A

LJPC / La Jolla Pharmaceutical Co. / PERCEPTIVE ADVISORS LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

Amendment No. 1 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* La Jolla Pharmaceutical Company (Name of Issuer) Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 503459 60 4 (CUSIP Number) December 15, 2017 (Date of Event Which Requires Filing of this Statement)

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