Cycle Pharmaceuticals Announces All-Cash Proposal to Acquire Vanda Pharmaceuticals for $8.00 Per Share
Represents an immediate, compelling cash premium of 98% over Vanda’s closing share price prior to the initial Future Pak proposal announced on
Vanda shares have not traded at
Cycle has an extensive
Cycle and its advisors are standing by to work immediately with Vanda’s Board and management team to quickly negotiate and finalize a definitive agreement
Cycle’s proposal represents:
- Immediate and certain cash value for all Vanda shareholders;
- A 98% premium above Vanda’s closing share price on
- A 63% premium above Vanda’s closing share price on
- An all-cash upfront offer exceeding the cash portion of Future Pak’s revised proposal for Vanda on
- A 58% premium above Vanda’s closing share price on
Cycle has substantial cash on hand, and both of Cycle’s financial advisors are highly confident that, following limited due diligence, committed financing will be put in place for the transaction. Cycle will obtain fully underwritten, binding commitment letters for any debt financing prior to signing a definitive merger agreement, which will not contain any financing contingency.
Cycle issued the following statement regarding its proposal:
“Our proposal for Vanda delivers immediate, compelling and certain cash value for Vanda shareholders with a highly attractive premium. Cycle’s proposal represents a better outcome for shareholders, who would receive all-cash upfront value exceeding that of Future Pak’s cash portion of its latest offer announced
While we would have preferred to reach an agreement privately, Cycle is publicly disclosing our proposal for the benefit of Vanda shareholders and to encourage Vanda shareholders to express their views on this proposal to the independent directors of the Vanda Board of Directors.
Given our familiarity with Vanda, its brands and our extensive knowledge of the industry, we believe we can efficiently and quickly complete our diligence. Once we receive access to the required information, we believe that we can complete our due diligence within 2-3 weeks and reach a definitive agreement shortly thereafter.
We stand ready to work immediately with Vanda’s Board and management team to reach an agreement that would provide a compelling premium and certain cash value today for all Vanda shareholders.”
About
Cycle focuses on rare metabolic, immunological, and neurological genetic conditions. Within neurological conditions, Cycle focuses on multiple sclerosis. During
- NITYR® (nitisinone) Tablets (since 2017)
- SAJAZIR™ (icatibant) Injection (since 2021)
- JAVYGTOR™ (sapropterin dihydrochloride) Tablets and Powder (since 2022)
- TASCENSO ODT® (fingolimod) (since 2023)
- TIOPRONIN delayed-release tablets (since 2024)
- ORMALVI™ (dichlorphenamide) Tablets (since 2024)
Cycle achieved
Cycle is headquartered in
For more information, please visit www.cyclepharma.com and follow us on X, LinkedIn and Facebook.
Additional Information
The terms of this announcement are non-binding and intended solely to provide the basis on which Cycle is presently willing to negotiate definitive transaction documentation in respect of the proposal, and are not intended to, and should not be deemed or construed to, create or constitute any sort of binding offer, commitment, right or obligation on the part of Cycle, Vanda, Vanda’s shareholders, or their respective affiliates. Any such offer, commitment, right or obligation will come into existence only by the execution and delivery of binding definitive transaction documentation by the parties setting forth the terms and conditions of such offer, right, commitment or obligation, and will be subject in each case to the satisfaction or waiver of all applicable conditions. The failure for any reason to execute and deliver the definitive transaction documentation or consummate the proposal will impose no liability on any party hereto or their respective affiliates.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240606193221/en/
FTI Consulting
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FTI Consulting
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