Heron Therapeutics, Inc. Adopts Tax Benefits Preservation Plan to Protect NOL Assets and Shareholder Value

Core Viewpoint - Heron Therapeutics has adopted a Section 382 rights plan to protect its net operating loss carryforwards (NOLs) and other tax attributes, which are crucial for offsetting future taxable income [1][2][3] Group 1: Rights Plan Details - The Board of Directors unanimously approved the Rights Plan, which is effective from August 14, 2025, and will expire one year later unless terminated or extended [1][2] - The Rights Plan aims to deter any single investor or group from acquiring 4.99% or more of Heron's outstanding common stock, thereby reducing the risk of an "ownership change" that could limit the use of NOLs [2][3] Group 2: Financial Context - As of December 31, 2024, Heron had approximately $1.37 billion in U.S. federal NOLs available to offset future taxable income, which can enhance cash flow as the company pursues its growth strategy [2] - The adoption of the Rights Plan is intended to protect the potential value of these NOLs as the company executes its growth plans [3] Group 3: Company Overview - Heron Therapeutics is a commercial-stage biotechnology company focused on developing and commercializing therapeutic innovations to improve patient care, particularly in acute care and oncology [4]