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- S-4/A Registration of securities issued in business combination transactions
- 3.3 Form of Certificate of Designation of Larkspur Health Acquisition Corp. Relating to the Series a Convertible Preferred Stock (Incorporated by Reference to Exhibit 3.1 to Larkspur's Current Report on Form 8-K Filed on July 22, 2022)
- 4.2 Form of Warrant Issued by the Registrant to Each Private Placement Investor
- 4.3 Form of Warrant Pursuant to License Agreement, Dated April 18, 2019, by and Between Inflamacore, LLC and Variant Pharmaceuticals, Inc
- 4.4 Form of Warrant Pursuant to License Agreement, Dated December 15, 2015, by and Between L&F Research LLC and Variant Pharmaceuticals, Inc
- 5.1 Opinion of Alston & Bird LLP As to the Validity of the Shares of Common Stock and Warrants
- 10.6 Form of Incentive Stock Option Award Agreement Under the Combined Entity 2022 Omnibus Incentive Plan
- 10.6 Form of Restricted Stock Unit Award Agreement Under the Combined Entity 2022 Omnibus Incentive Plan
- 10.6 Form of Non-qualified Stock Option Award Agreement Under the Combined Entity 2022 Omnibus Incentive Plan
- 10.7 Variant Pharmaceuticals, Inc. 2014 Equity Incentive Plan
- 10.14 License Agreement, Dated April 18, 2019, by and Between Inflamacore, LLC and Variant Pharmaceuticals, Inc
- 10.15 License Agreement, Dated December 15, 2015, by and Between L&F Research LLC and Variant Pharmaceuticals, Inc
- 10.16 First Amendment to License Agreement, Dated January 9, 2020, by and Between L&F Research LLC and Variant Pharmaceuticals, Inc
- 10.17 Form of Securities Purchase Agreement, Dated As of [ ], 2022, by and Among Larkspur Health Acquisition Corp. and Each Purchaser Identified on the Signature Pages Thereto
- 10.18 Form of Amended and Restated Registration Rights Agreement, by and Among Larkspur Health Acquisition Corp. and Each Purchaser Identified on the Signature Pages Thereto
- 10.19 Form of Amendment #1 to the Securities Purchase Agreement, Dated As of [__], 2022, by and Among Larkspur Health Acquisition Corp. and Each Purchaser Identified on the Signature Pages Thereto
- 10.20 Executive Employment Agreement, Dated As of September 13, 2022, by and Between Stephen Glover and Zyversa Therapeutics, Inc
- 10.21 Executive Employment Agreement, Dated As of September 13, 2022, by and Between Nicholas Labella and Zyversa Therapeutics, Inc
- 10.22 Executive Employment Agreement, Dated As of September 13, 2022, by and Between Karen Cashmere and Zyversa Therapeutics, Inc
- 10.23 Executive Employment Agreement, Dated As of September 13, 2022, by and Between Peter Wolfe and Zyversa Therapeutics, Inc
- 23.1 Consent of Marcum LLP, Independent Registered Public Accounting Firm of Larkspur Health Acquisition Corp
- 23.2 Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm of Zyversa Therapeutics, Inc
- 99.2 Consent of Stephen C. Glover to Be Named As a Director
- 99.3 Consent of Robert G. Finizio to Be Named As a Director
- 99.4 Consent of Min-chul Park, PH.D. to Be Named As a Director
- 99.5 Consent of Daniel J. O'connor to Be Named As a Director
- 99.6 Consent of Cassel Salpeter & Co., LLC
- EX-FILING FEES Filing Fee Table
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- 15 Nov 22 EFFECT Notice of effectiveness
- 14 Nov 22 424B3 Prospectus supplement
- 3 Nov 22 S-4/A Registration of securities issued in business combination transactions (amended)
- 20 Oct 22 S-4/A Registration of securities issued in business combination transactions (amended)
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27 Sep 22 S-4/A Registration of securities issued in business combination transactions (amended)
- 12 Aug 22 S-4 Registration of securities issued in business combination transactions
Exhibit 99.5
CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS
August 30, 2022
Larkspur Health Acquisition Corp.
100 Somerset Corporate Blvd., 2nd Floor
Bridgewater, NJ 08807
Larkspur Health Acquisition Corp. (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursuant to Rule 438 of the Securities Act, to the reference to me in the proxy statement/prospectus included in such Registration Statement as a future member of the board of directors of the Company following the consummation of the Business Combination, such appointment to commence immediately after the effective time of the merger described in the proxy statement/prospectus.
Sincerely, | |
/s/ Daniel J. O’Connor |