Lipella Pharmaceuticals sells substantially all assets to XRAIY in Chapter 11 liquidation
Lipella Pharmaceuticals Inc., which filed for Chapter 11 bankruptcy on March 30, 2026, sold substantially all of its assets to XRAIY LLC pursuant to an Asset Purchase Agreement dated May 14, 2026. The Bankruptcy Court for the Western District of Pennsylvania approved the sale on June 4, 2026. The transaction includes the company's liposomal tacrolimus formulation technology (LP-10, LP-310, LP-410) and MRI contrast agent technology, with a purchase price of $205,000 at closing plus contingent payments of up to $3.2 million tied to clinical trial milestones and FDA submissions.
Key facts
- Sale authorized by Bankruptcy Court order dated June 4, 2026, Case No. 26-20879-CMB
- Closing payment of $205,000 (less $205,000 deposit already held)
- Contingent consideration: $200,000 upon enrollment of first patient in Phase IIb trial for LP-310; $1 million upon Phase III enrollment; $2 million upon FDA New Drug Application submission
- Purchased Assets include LP Assets (tacrolimus formulation for hemorrhagic cystitis, oral lichen planus, oral graft-versus-host disease) and MRI Assets (interstitial cystitis detection technology)
- Asset Purchase Agreement dated May 14, 2026 with XRAIY LLC or its designee(s)
- Petition Date: March 30, 2026
- Sale Order authorizes transfer free and clear of all liens, claims, and encumbrances
- Purchaser entitled to $35,000 bid protections (stalking horse reimbursement) if alternative transaction closes
Why it matters
The sale represents the liquidation of Lipella's core pharmaceutical assets—its liposomal drug formulation technology and patent portfolio—to XRAIY, eliminating Lipella as an operating company and triggering the closure of its Chapter 11 case as the company's assets are sold off rather than reorganized.
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Derived from 8-K filed 2026-07-15. Not investment advice. View the source filing on SEC.gov →