CONATUS PHARMACEUTICALS INC. (NASDAQ:CNAT) Files An 8-K Entry into a Material Definitive Agreement

Item1.01

On February 15, 2017, Conatus Pharmaceuticals Inc. (the Company)
issued a convertible promissory note in the principal amount of
$15 million (the Note) to Novartis Pharma AG (Novartis). The Note
was issued to the Investment Agreement entered into by the
Company and Novartis on December 19, 2016, as previously
disclosed in the Companys Current Report on Form 8-K filed with
the Securities and Exchange Commission (the SEC) on December 19,
2016 (the Prior Report). The maturity date of the Note is
December 31, 2019. The Note bears interest on the unpaid
principal amount at a rate of 6 percent per annum from the date
of issuance. The Company may prepay the Note in whole or in part,
or convert all or part of the Note into shares of the Companys
common stock, at its option, until December 31, 2019. Novartis
may convert the Note into shares of the Companys common stock
upon a change of control of the Company or the termination of the
Option, Collaboration and License Agreement (the License
Agreement) entered into between the Company and Novartis on
December 19, 2016. If converted, the principal and accrued
interest under the Note will convert into the Companys common
stock at a conversion price equal to 120 percent of the 20-day
trailing average closing price per share of the common stock
immediately prior to the conversion date. Upon the occurrence of
certain events of default, the Note requires the Company to repay
the principal amount of the Note and any unpaid accrued interest.

Additional information regarding the terms of the Investment
Agreement and the License Agreement may be found in Item 1.01 of
the Prior Report, which is incorporated herein by reference in
this Item 1.01. The foregoing description of the Note does not
purport to be complete and is subject to, and qualified in its
entirety by reference to, the complete text of the Note, which
will be filed with the SEC as an exhibit to the Companys Annual
Report on Form 10-K for the year ending December 31, 2016.

The information set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated herein by reference.

The information set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated herein by reference. The Note was issued
to an exemption from registration provided by Section 4(a)(2) of
the Securities Act of 1933, as amended (the Securities Act),
and/or Rule 506 of Regulation D promulgated under the Securities
Act.

About CONATUS PHARMACEUTICALS INC. (NASDAQ:CNAT)

Conatus Pharmaceuticals Inc. is a biotechnology company. The Company focuses on the development and commercialization of medicines to treat liver disease. The Company operates through commercialization and development of pharmaceutical products segment. The Company is engaged in developing emricasan, which is an orally active pan-caspase protease inhibitor for the treatment of patients with chronic liver disease. Emricasan has the potential to interrupt the progression of liver disease and provide treatment options in multiple areas of liver disease. Emricasan is designed to slow or halt the progression of chronic liver disease caused by fibrosis and cirrhosis. Emricasan works by inhibiting caspases, which are a family of related enzymes that plays as modulators of critical cellular functions, including functions that result in apoptosis and inflammation.

CONATUS PHARMACEUTICALS INC. (NASDAQ:CNAT) Recent Trading Information

CONATUS PHARMACEUTICALS INC. (NASDAQ:CNAT) closed its last trading session down -0.01 at 5.22 with 223,520 shares trading hands.