will be junior in lien priority in respect of any collateral that secures any first priority lien obligations incurred from time to time in accordance with the Indenture. The stated maturity date of the Notes is January31, 2024. Upon the occurrence of a Change of Control, subject to certain conditions, or certain Asset Sales events (each, as defined in the Indenture), holders of the Notes may require the Company to repurchase for cash all or part of their Notes at a repurchase price equal to 101.00% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to the date of repurchase.

The Company may redeem the Notes at its option, in whole or in part from time to time, prior to January31, 2020, at a redemption price equal to 100.00% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest, if any, through the redemption date, plus a make-whole premium computed using a discount rate equal to the treasury rate in respect of such redemption date plus 100 basis points. The Company may redeem the Notes at its option, in whole or in part from time to time, on or after January31, 2020, at a redemption price equal to: (i)from and including January31, 2020 to and including January30, 2021, 103.00% of the principal amount of the Notes to be redeemed and (ii)from and including January31, 2021 and thereafter, 100.00% of the principal amount of the Notes to be redeemed, in each case, plus accrued and unpaid interest to the redemption date. In addition, prior to January31, 2020, the Company may redeem, at its option, up to 35% of the aggregate principal amount of the Notes with the proceeds of one or more public or private equity offerings at a redemption price equal to 113.50% of the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest to the date of redemption in accordance with the Indenture; provided that at least 65% of the aggregate principal amount of Notes issued under the Indenture remains outstanding immediately after each such redemption and provided further that each such redemption occurs within 90 days of the date of closing of each such equity offering. No sinking fund is provided for the Notes, which means that the Company is not required to periodically redeem or retire the Notes.

to the Indenture, the Company and its restricted subsidiaries must also comply with certain affirmative covenants, such as furnishing financial statements to the holders of the Notes, and negative covenants, including limitations on the following: the incurrence of debt; the issuance of preferred and/or disqualified stock; the payment of dividends, the repurchase of shares and under certain conditions making certain other restricted payments; the prepayment, redemption or repurchase of subordinated debt; the merger, amalgamation or consolidation involving the Company; engaging in certain transactions with affiliates; and the making of investments other than those permitted by the Indenture. In addition, commencing December31, 2019, the Company must maintain a minimum level of consolidated liquidity, based on unrestricted cash on hand and availability under any revolving credit facility, equal to the greater of (1)the quotient of the outstanding principal amount of the Notes divided by 9.5 and (2)$7,500,000.

The Indenture governing the Notes contains customary events of default with respect to the Notes (including the Companys failure to make any payment of principal or interest on the Notes when due and payable or the Companys failure to comply with the minimum consolidated liquidity covenant described above), and upon certain events of default occurring and continuing, the Trustee by notice to the Company, or the holders of at least 25% in principal amount of the outstanding Notes by notice to the Company and the Trustee, may (subject to the provisions of the Indenture) declare 50% of the principal of and accrued and unpaid interest, if any, on all the Notes to be due and payable. Upon such a declaration of acceleration, such principal and accrued and unpaid interest, if any, as well as the then-applicable optional redemption premium under the Indenture, will be due and payable immediately. In the case of certain events of bankruptcy, insolvency or reorganization involving the Company or a Restricted Subsidiary (as defined in the Indenture), the Notes will automatically become due and payable. With respect to any event of default due to the Companys non-compliance with the minimum liquidity covenant, the Company may, within ten business days, cure such default through the issuance of equity securities, subordinated debt securities or certain other capital contributions.

The description of the Indenture contained herein is qualified in its entirety by reference to the Indenture, which is filed as Exhibit4.1 to this Current Report on Form8-K and is incorporated herein by reference.

Royalty Rights Agreements

On the Effective Date, the Company (i)entered into royalty rights agreements with Iroko and certain of its affiliates and (ii)amended and restated its existing royalty rights agreements with each of the other holders of the Notes

(collectively, the Royalty Rights Agreement). to the Royalty Rights Agreements, the Company sold the right to receive, in the aggregate, a payment equal to 1.5% of the aggregate net sales of the Products through December31, 2022, inclusive (the Royalty Rights). The Royalty Rights Agreements also include other terms and conditions customary in agreements of this type.

The description of the Royalty Rights Agreements contained herein is qualified in its entirety by reference to the form of Royalty Rights Agreement, which is filed as Exhibit10.1 to this Current Report on Form8-K and is incorporated herein by reference.

Collateral Agreement

On the Effective Date and in connection with its entry into the Indenture, the Company entered into a collateral agreement, dated as of the Effective Date, with the Collateral Agent and the subsidiary parties from time to time party thereto (the Collateral Agreement). to the terms of the Collateral Agreement, the Notes and the related guarantees are secured by a first priority lien on substantially all of the Companys and the Guarantors assets, in each case, subject to certain prior liens and other exclusions, and a pledge of 65% of the voting equity interests and 50% of the non-voting equity interests of the Companys foreign subsidiaries (other than Egalet Limited and any Specified IP Subsidiary (as defined in the Indenture), of which 50% of the voting equity interests have been pledged) to the extent and only for so long as the Company determines in good faith that permitting a pledge of 50% of such voting Equity Interests would result in material adverse tax consequences for the Company or any of its subsidiaries, it being understood that, if a percentage less than 50% but greater than 65% of such voting equity interests may be pledged without any such material adverse tax consequences, then such percentage shall be pledged.

The description of the Collateral Agreement contained herein is qualified in its entirety by reference to the Collateral Agreement, which is filed as Exhibit10.2 to this Current Report on Form8-K and is incorporated herein by reference.

iCeutica License Agreement

to the Purchase Agreement, on the Effective Date, the Company assumed the rights and obligations of Iroko and its subsidiaries to the Amended and Restated Nano-Reformulated Compound License Agreement, dated October30, 2018 (the iCeutica License), with iCeutica Inc. and iCeutica Pty Ltd. (collectively, iCeutica) to license certain technology, intellectual property and expertise related to iCeuticas SoluMatrix technology, meloxicam and certain other rights of iCeutica.

to the iCeutica License, iCeutica grants to the Company (as the assignee of Iroko) a sole and exclusive, world-wide right and license under certain iCeutica intellectual property to make, use, sell, offer and import certain products made from the compounds indomethacin, diclofenac, naproxen and meloxicam. In consideration of the grant of the iCeutica License, the Company is obligated to pay to iCeutica a mid-single digit royalty on all Net Sales of any licensed products, including pro rata portions of any combination products that include a licensed product.

The iCeutica License will terminate on a country-by-country basis until the expiration of the last-to-expire of any patent rights in such country, and otherwise twenty years after the date of the first commercial introduction of a licensed product in such country. Either party may terminate the license in its entirety if the other party materially breaches the License Agreement, subject to applicable cure periods. The iCeutica License also contains customary provisions for an agreement of this type related to intellectual property matters, confidentiality, representations and warranties and indemnification.

The foregoing description of the iCeutica Licensedoes not purport to be complete and is qualified in its entirety by reference to the full text of the iCeutica License, which the Company expects to file as exhibits to a report filed under the Exchange Act and intends to seek confidential treatment for certain terms and provisions of the License Agreement.

Stockholders Agreement

On the Effective Date, the Company entered into a stockholders agreement (the Stockholders Agreement) with Iroko and certain of its affiliates. to the Stockholders Agreement,Iroko and the other stockholder parties have agreed to a customary lock-up with respect to their shares of common stock for a period of 90 days following the Effective Date and a customary standstill provision for a period of 24 months following the Effective Date, in each case, subject to certain exceptions. In addition, to the Stockholders Agreement, the stockholder parties are entitled to designate two nominees to the Companys board of directors for so long as such entities hold 25% of the equity consideration received on the Effective Date. The Stockholders Agreement also provides for customary preemptive rights in favor of the stockholder parties with respect to certain future issuance of equity securities by the Company, subject to certain exceptions.

The description of the Stockholders Agreement contained herein is qualified in its entirety by reference thereto, which is filed as Exhibit10.3 to this Current Report on Form8-K and is incorporated herein by reference.

Interim Promissory Note

On the Effective Date, to the Purchase Agreement, the Company issued a $4.5 million subordinated promissory note to an affiliate of Iroko in respect of certain inventory purchases by Iroko during the pendency of the Iroko Acquisition (the Interim Promissory Note). The Interim Promissory Note bears interest at a rate of 8% per annum (payable by way of increasing the principal amount of the Interim Promissory Note on each interest payment date), is expressly subordinate to the Notes, and matures on July31, 2020.

A copy of the Interim Promissory Note is attached as Exhibit4.2 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Warrant Agreements

On the Effective Date, the Company entered into warrant agreements (the Warrant Agreements) with Iroko, certain of Irokos affiliates and certain other parties entitled to receive shares of the Companys common stock as consideration to the Purchase Agreement or in satisfaction of certain claims to the Plan. to the Warrant Agreements, the Company issued warrants (the Warrants) to purchase up to an aggregate of 4,972,365 shares of the Companys common stock. The warrants are exercisable at any time at an exercise price of $0.001 per share, subject to certain ownership limitations including, with respect to Iroko and its affiliates, that no such exercise may increase the aggregate ownership of such parties above 49% of the number of shares of common stock then outstanding.

Copies of the forms of Warrant Agreement are attached as Exhibits 4.3 and 4.4 to this Current Report on Form8-K and are incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Preemptive Rights Agreements

On the Effective Date, the Company entered into preemptive rights agreements (the Preemptive Rights Agreements) with certain of the Supporting Noteholders. The Preemptive Rights Agreements provide for customary preemptive rights in favor of the stockholder parties thereto with respect to certain future issuances of debt or equity securities by the Company, subject to certain exceptions, for so long as such stockholder party continues to hold at least 2.5% of the outstanding shares of the Companys common stock.

The description of the Preemptive Rights Agreement contained herein is qualified in its entirety by reference to the form thereof, which is filed as Exhibit10.4 to this Current Report on Form8-K and is incorporated herein by reference.

Transition Services Agreement

On the Effective Date, the Company and Iroko Pharmaceuticals LLC (Iroko LLC), a subsidiary of Iroko, entered into a transition services agreement (the Transition Services Agreement) to which Iroko LLC will provide or cause to be provided certain services related to the Transferred Assets and the related business for a

period of time following the Effective Date. The Transition Services Agreement includes customary provisions regarding fees, reimbursement of expenses, confidentiality and indemnification.

A copy of the form of Transition Services Agreement is attached as Exhibit10.5 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Lock-Up Agreements

On the Effective Date, the Company entered into lock-up agreements (the Lock-Up Agreements) with Iroko, certain of Irokos Affiliates and certain of the Supporting Noteholders (as defined in the Plan) to which such entities agreed, for 90 days after the Effective Date, not to sell, pledge, encumber or take certain other actions with respect to 50% of the shares of common stock issued to such entity on the Effective Date, subject to certain customary exceptions.

A copy of the form of Lock-Up Agreement is attached as Exhibit10.6 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Registration Rights Agreement

On the Effective Date, the Company entered into a registration rights agreement (the Registration Rights Agreement) with Iroko to which the Company agreed to file with the Securities and Exchange Commission (the SEC), upon Irokos request at any time following the date which is 180 days following the date on which any equity securities of the Company are accepted for listing on any national securities exchange, a registration statement on FormS-1 or FormS-3, and thereafter to use its commercially reasonable efforts to cause to be declared effective as promptly as practicable, one or more registration statements for the offer and resale of the common stock of the Company held by Iroko and certain of its affiliates. The Registration Rights Agreement contains other customary terms and conditions, including, without limitation, provisions with respect to blackout periods, underwrite cutbacks, reimbursement of expenses and indemnification.

A copy of the Registration Rights Agreement is attached as Exhibit10.7 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Employment Agreement Amendments

On the Effective Date, the Company entered into amendments to the employment agreements of each of Robert S. Radie, Mark Strobeck, Barbara Carlin, Megan Timmins and Patrick Shea (the Employment Agreement Amendments). The Employment Agreement Amendments provide that, as consideration for such employees ability to participate in the Management Incentive Plan (as defined in the Plan), such employee waives any increased benefits to such employment agreement as a result of any Change in Control (as defined in the applicable employment) effected as a result of the consummation of the Iroko Acquisition and the other transactions contemplated by the Plan.

A copy of the form of Employment Agreement Amendment is attached as Exhibit10.8 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Item 1.02 Termination of a Material Definitive Agreement

In connection with the effectiveness of and to the terms of the Plan, on the Effective Date, the obligations of the Company and its subsidiaries (as applicable) under the following agreements (in each case, as amended, supplemented or otherwise modified from time to time) have been satisfied and discharged:

Indenture dated April7, 2015 between the Company and The Bank of New York Mellon, as trustee;

Indenture, dated as of August31, 2016, among the Company, the Guarantors from time to time party thereto and U.S. Bank National Association, as trustee and collateral agent;

Indenture, dated as of December27, 2017, by and among Egalet Corporation, the Guarantors party thereto as of the date thereof and The Bank of New York Mellon, as trustee;

Collateral Agreement, dated as of August31, 2016, among the Company, the Subsidiary Parties from time to time party thereto and U.S. Bank National Association as trustee and collateral agent;

Purchase Agreement, dated April1, 2015, by and among the Company and the initial purchasers of the Companys previously outstanding 5.50% Convertible Notes due 2020 named therein;

Purchase Agreements, dated August31, 2016, by and between the Company and the initial purchasers of the Old 13% Notes (as defined below) named therein;

Exchange Agreements, dated December20, 2017, by and between the Company and the former holders of the Companys previously outstanding 6.50% Convertible Notes due 2024 named therein;

Warrants, dated July11, 2017, by and between the Company and the other parties thereto;

Registration Rights Agreement, dated as of November20, 2015, by and among Egalet Corporation and the stockholders party thereto;

Controlled Equity Offering SM Sales Agreement, dated July2, 2015, by and between Egalet Corporation and Cantor Fitzgerald Co.;

Egalet Corporation 2013 Stock-Based Incentive Compensation Plan and any related award agreements;

Egalet Corporation 2016 Employee Stock Purchase Plan and any related purchase agreements; and

Egalet Corporation 2017 Inducement Plan and any related award agreements.

Item 1.03 Bankruptcy or Receivership

As previously announced and noted above, on January14, 2019, the Court entered the Confirmation Order confirming the Plan under Chapter 11 of the Bankruptcy Code. On the Effective Date, and substantially concurrent with the consummation of the Iroko Acquisition, the Plan became effective.

to the Plan, on the Effective Date, among other things, the following transactions occurred:

payment in full, in cash, of all administrative claims, statutory fees, professional fee claims and certain priority claims, other secured claims, and general unsecured claims (or, to the extent not so paid, such amounts shall be paid as soon as practicable after the Effective Date or in the ordinary course of business, subject to the reorganized companys claims and defenses);

the cancellation of all of the Companys common stock and all other equity interests in the Company outstanding on the Effective Date prior to the consummation of the transactions;

the conversion of approximately $80.0 million of claims (the First Lien Secured Notes Claims) related to the Companys old 13% Senior Secured Notes (the Old 13% Notes) into (1)$50.0 million in aggregate principal amount of SeriesA-1 Notes, (2)a number of shares of common stock of the Company (or Warrants) representing, in the aggregate, 19.38% of the shares outstanding as of the Effective Date (subject to dilution only on account of the Management Incentive Plan (as defined in the Plan)) (the First Lien Equity Distribution), (3)$20.0 million in cash less certain amounts related to adequate protection payments, and (4)cash in an amount equal to certain unpaid fees and expenses of the trustee under the indenture governing the Old 13% Notes;

the conversion of $48.6 million of claims (the Convertible Notes Claims) related to the Companys old 5.50% Convertible Senior Notes due 2020 and its old 6.50% Convertible Senior Notes due 2023 into a number of shares of common stock of the Company (or Warrants) representing, in the aggregate, 31.62% of the shares outstanding as of the Effective Date (subject to dilution only on account of the Management Incentive Plan);

the consummation of the Iroko Acquisition and other transactions contemplated by the Purchase Agreement; and

the effectiveness of the discharge, release, exculpation and injunction provisions for the benefit of the Debtors, certain of the Debtors claimholders and certain other parties in interest, each in their capacities as such, from various claims and causes of action.

Each of the foregoing percentages of equity in the Company is subject to dilution solely from the shares issued or reserved for issuance under the Management Incentive Plan (as defined in the Plan). On the Effective Date, following the consummation of the Iroko Acquisition and the other transactions contemplated by the Plan, there were 9,360,968 shares of common stock issued and outstanding.

The foregoing is a summary of certain transactions that occurred to the Plan. This summary only highlights certain of the substantive provisions of the Plan and is not intended to be a complete description of, or a substitute for a full and complete reading of, the Plan. A copy of the Plan is attached as Exhibit99.1 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Item 2.01 Completion of Acquisition or Disposition of Assets

The information required by this Item 2.01 relating to the Iroko Acquisition set forth under the Explanatory Note or Item 1.01 of this Current Report on Form8-K and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information required by this Item 2.03 relating to the Notes, the Indenture and the Interim Promissory Note set forth under the Explanatory Note or Item 1.01 of this Current Report on Form8-K is incorporated herein by reference.

Item 3.02 Unregistered Sale of Equity Securities

On the Effective Date, all existing equity interests, including all existing shares of old common stock, of the Company were cancelled to the Plan.

On the Effective Date, the Company issued (i)an aggregate of 4,774,093 shares of common stock to the former holders of First Lien Secured Notes Claims and Convertible Notes Claims and (ii)Warrants issuable for an aggregate of 2,535,905 shares of common stock to certain holders of First Lien Secured Notes Claims and Convertible Notes Claims. Based on the Confirmation Order and the Plan, the issuance of such shares of common stock of the Company and the Warrants (including shares of common stock issuable upon the exercise thereof) are exempt from registration requirements of the Securities Act, in reliance on Section1145 of the Bankruptcy Code.

Also on the Effective Date, the Company issued an aggregate of 4,586,875 shares of common stock to Iroko and certain of its affiliates to the Purchase Agreement. The issuance of the common stock to the Purchase Agreement was exempt from the registration requirements of the Securities Act of 1933, as amended (the Securities Act), to Section4(a)(2)thereof and Regulation D promulgated thereunder.

The information required by this Item 3.02 relating to foregoing and set forth under the Explanatory Note,Item 1.01 or Item 1.03 of this Current Report on Form8-K is incorporated herein by reference.

Item 3.03 Material Modification to Rights of Security Holders

The information required by this Item 3.03 and set forth under the Explanatory Note,Item 1.01,Item 1.02,Item 1.03 or Item 2.03 of this Current Report on Form8-K is incorporated herein by reference.

Item 5.01 Changes in Control of Registrant

Upon the effectiveness of the Plan and the Iroko Acquisition, (i)Iroko, together with certain of its affiliates, owns approximately 49% of the outstanding common stock of the Company and (ii)the former holders of First Lien Secured Notes Claims and Convertible Notes Claims own, in the aggregate, approximately 51% of the outstanding common stock of the Company. to the Plan and as described below,Iroko and the Supporting Noteholders (as defined in the Plan) have designated certain new members of the board of directors of the Company.

The information required by this Item 5.01 and set forth under the Explanatory Note,Item 1.01,Item 1.02,Item 1.03 or Item 5.02 of this Current Report on Form8-K is incorporated herein by reference.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Board of Directors

to the Plan, a new board of directors of the Company took office as of the Effective Date, consisting of: Robert S. Radie; Andrea Heslin Smiley; Timothy P. Walbert (collectively with Mr.Radie and Ms.Smiley, the Continuing Directors); Joseph McInnis; Luke Dster; Todd Holmes; and Matthew Pauls. Upon the effectiveness of the Plan, on the Effective Date, the following members of the Companys prior board of directors were deemed to have resigned as directors of the Company: Elaine Hochberg; Nicholas C. Nicolaides; John E. Osborn; Robert P. Roche,Jr.; John Varian; and Gregory Weaver.

Information concerning the Continuing Directors has been previously disclosed in the Proxy Statement on Schedule 14A filed by the Company with the Securities and Exchange Commission on April6, 2018 and is incorporated herein by reference. Information concerning the newly appointed directors of the Company is set forth below:

Joseph McInnis, 43, is a Principal at Murrin Construction, a position he has held since July2015. Prior to joining Murrin Construction, Mr.McInnis served as Managing Director and Investment Analyst at Greywolf Capital from 2004 to 2015 and as an Investment Analyst in Goldman Sachs Special Situations Investing Group from 2001 to 2004. Mr.McInnis currently serves on the boards of Aspire Oil Gas, a privately held oil and gas exploration and production company, and the Washington Mutual,Inc. Liquidating Trust, a liquidating trust for a former bank holding company and the owner of Washington Mutual Bank, positions he has held since November2015. Mr.McInnis previously served on the board of Lumara Healthcare, a provider of womens specialty pharmaceuticals, from September2013 to November2014. Mr.McInnis earned his Bachelor of Commerce in Finance from the University of British Columbia.

Luke Dster is a member of the Founders Group at CRG, a healthcare-focused investment firm, and serves as Partner and member of CRGs investment committee. Prior to CRG, Mr.Dster was an investment banker at Harris Williams Co., an investment firm. Mr.Dster also held investment banking roles at the Wallach Company, a regional investment banking boutique, and at the Nord Companies, a healthcare advisory firm. Mr.Dster received a bachelors degree from the University of Colorado at Boulder in 1997, where he graduated summa cum laude. He received an M.B.A with honors from the Wharton School at the University of Pennsylvania in 2004.

Todd Holmes serves as a Principal at CRG, a healthcare-focused investment firm. Prior to joining CRG, Todd was an investor and founding member of Gurnet Point Capital, where he led investments and acquisitions and was actively involved on company boards. Previously, Mr.Holmes was a member of Third Rock Ventures where he held investment and operational roles and was part of the founding team at Ember Therapeutics, an investor at BVF Partners, a biotechnology-focused hedge fund, and a member of the commercial lending practice at Silicon Valley Bank. Mr.Holmes received a Bachelors degree in Economics from Colgate University and an MBA from the Wharton School at the University of Pennsylvania.

Matthew Pauls, 47,has served as Chief Executive Officer of Strongbridge Biopharma plc since August2014 and as a member of its board of directors since September2015. Mr.Pauls has served as a member of the board of directors of SavaraInc. (formerly Mast Therapeutics,Inc.), a publicly traded biopharmaceutical company, since October2015. Prior to joining Strongbridge, Mr.Pauls was Chief Commercial Officer of Insmed,Inc., a publicly traded biopharmaceutical company, from April2013 to August2014. Prior to Insmed, Mr.Pauls worked at Shire Pharmaceuticals, a publicly traded specialty biopharmaceutical company, beginning in 2007 until March2013, most recently as Senior Vice President, Head of Global Commercial Operations. Mr.Pauls also held positions at Bristol-Myers Squibb, a publicly traded pharmaceutical company, in Brand Management and Payor Marketing, and at Johnson Johnson, a publicly traded medical devices, pharmaceutical and consumer packaged goods manufacturer, in various U.S. and global commercial roles. He is a volunteer board member of the Pennington School in Pennington, New Jersey, and the Boys Girls Clubs of Philadelphia. Mr.Pauls holds B.S. and M.B.A. degrees from Central Michigan University and a J.D. from Michigan State University College of Law.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February1, 2019, in accordance with the Plan, the Companys Fourth Amended and Restated Certificate of Incorporation (as amended and restated, the AR Charter) was filed with the Secretary of State of the State of Delaware, at which time the AR Charter became effective. Among other things, the AR Charter decreases the

number of shares of authorized common stock of the Company from 275,000,000 to 100,000,000 and decreases the maximum number of directors that may serve on the Board to seven. A copy of the AR Charter is filed as Exhibit3.1 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

On the Effective Date, to the Plan, the Companys Second Amended and Restated Bylaws (the AR Bylaws) became effective. Among other things, the AR Bylaws provide for special director nomination procedures, related party transaction approval procedures and independence requirements with respect to certain directors appointed by the Supporting Noteholders to the Plan (or such directors successors), in each case, for a two-year period following the Effective Date. A copy of the AR Bylaws is filed as Exhibit3.2 to this Current Report on Form8-K and is incorporated herein by reference, and the foregoing description is qualified in its entirety thereby.

Item 7.01. Regulation FD Disclosure.

The Company is currently engaged in discussions with potential lenders to provide financing to the Company in the form of a revolving credit facility, line of credit or similar debt facility of approximately $20 million in aggregate principal amount. However, such discussions are preliminary and non-binding, the Company has not yet reached a definitive agreement with respect to any such matters and it is unable to predict the outcome of these or any future discussions, and no assurance can be given that the Company will reach a definitive agreement with respect to any such matters, the terms on which any such financing may be available or that the Company will enter into any such facility.

Item 9.01 Financial Statements and Exhibits.

(a)Financial statements of businesses acquired.

The audited financial statements of Iroko as of and for the years ended December31, 2018 and December31, 2017 required to be filed to Item 9.01(a)of Form8-K will be included in an amendment to this current report on Form8-K, to be filed with the SEC within the required time period.

(b)Pro forma financial information.

The unaudited pro forma financial information as of and for the year ended December31, 2018 required to be filed to Item 9.01(b)of Form8-K will be included in an amendment to this current report on Form8-K, to be filed with the SEC within the required time period.

(d) Exhibits.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form8-K contains forward-looking statements that involve substantial risks and uncertainties. In some cases, you can identify forward-looking statements by the words may, might, will, could, would, should, expect, intend, plan, anticipate, believe, estimate, project, potential, continue, seek to and ongoing, or the negative of these terms, or other comparable terminology intended to identify statements about the future. These statements involve known and unknown risks, uncertainties and other factors that may cause the Companys actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although the Company believes that it has a reasonable basis for each such forward-looking statement, the Company cautions you that these statements are based on a combination of facts and factors currently known by the Company and its expectations of the future, about which it cannot be certain. You should refer to the Risk Factors section of the Companys most recent Annual Report on Form10-K and Quarterly Report on Form10-Q as filed with the SEC, which are incorporated herein by reference, for a discussion of additional important factors that may cause the Companys actual results to differ materially from those expressed or implied by our forward-looking statements. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements included herein or that may be made elsewhere from time to time by, or on behalf of, the Company. Furthermore, such forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Egalet Corp Exhibit
EX-3.1 2 a19-3875_2ex3d1.htm EX-3.1 Exhibit 3.1   FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EGALET CORPORATION     PURSUANT TO SECTIONS 242,…
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About Egalet Corporation (NASDAQ:EGLT)

Egalet Corporation is a specialty pharmaceutical company. The Company is engaged in developing, manufacturing and commercializing treatments for pain and other conditions. The Company’s products include OXAYDO and SPRIX Nasal Spray. The Company is developing two late-stage product candidates, ARYMO ER and Egalet-002 using Guardian Technology. The Company’s product SPRIX Nasal Spray, which contains ketorolac tromethamine is a non-steroidal anti-inflammatory drug (NSAID) indicated in adult patients for the short-term management of moderate to moderately severe pain that requires analgesia at the opioid level. The Company’s product OXAYDO is an approved immediate-release (IR) oxycodone product formulated to deter abuse through snorting. The Company’s product candidate, ARYMO ER is an abuse-deterrent (AD), extended-release (ER), oral morphine formulation. The Company’s product candidate, Egalet-002, is an abuse-deterrent, extended-release, oral oxycodone formulation.