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TetraLogic Pharmaceuticals Corp. (TLOG)

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TetraLogic Pharmaceuticals Corp

TetraLogic Pharmaceuticals Corporation Announces Completion of Sale of SMAC Mimetic and HDAC Inhibitor Assets to Medivir AB

Date : 12/29/2016 @ 10:30AM
Source : GlobeNewswire Inc.
Stock : NO^TLOG (TLOG)
Quote :  0.1102  0.0 (0.00%) @ 2:05AM

TetraLogic Pharmaceuticals Corporation Announces Completion of Sale of SMAC Mimetic and HDAC Inhibitor Assets to Medivir AB


TetraLogic Pharmaceuticals Corporation (NASDAQ:TLOG) (“TetraLogic” or “Company”) and its wholly-owned subsidiary
TetraLogic Research and Development Corporation (“TDRC”) today announced that they have completed the sale to
Medivir AB (Nasdaq Stockholm:MVIR) (“Medivir”) of their SMAC mimetic 
program, including their clinical stage asset birinapant,
and their topical HDAC inhibitor, remetinostat (SHAPE), to Medivir (the “Sale”) for a purchase price of (i) $12 million payable in
cash at closing plus (ii) milestone payments of up to $153 million based on the development and commercialization of TetraLogic’s
product candidates by Medivir subject to certain conditions and limitations 
described in the Asset Purchase Agreement for the Sale
and (iii) additional earn-out payments based on annual net sales of birinapant, subject to certain conditions and limitations described
in the Asset Purchase Agreement for the Sale as follows:


  • the Company will be entitled to 5% of annual net sales from $0 to $500,000,000;
    the Company will be entitled to 7.5% of annual net sales from $500,000,000 to $1,000,000,000; and
    the Company will be entitled to 10% of annual net sales above $1,000,000,000.

Medivir also assumed certain assumed liabilities.

The transaction was approved by the holders of TetraLogic’s outstanding convertible debt (the “Senior Notes”) and by a vote of TetraLogic’s stockholders holding a
majority of the shares eligible to vote, at a stockholders’ meeting held on December 29, 2016.

Under its agreement with the holders of Senior Notes, the Company will use the $12 million cash proceedsreceived at closing of the Sale to redeem $12 million
in aggregate principal amount of the Senior Notes then outstanding.  The holders of the Senior Notes have also agreed to extend the maturity date of the
Senior Notes to June 15, 2024 and to receive interest payments in additional Senior Notes in lieu of cash.

The Company has voluntarily delisted its Common Stock, from The Nasdaq Global Market and deregistered its Common Stock under Section 12(b) of the Securities Exchange Act of 1934, as amended.

In connection with the completion of the Sale, Mr. J. Kevin Buchi, Dr. Mary Ann Gray, Mr. Michael Kishbauch, Mr. Paul Schmitt and Dr. Andrew Pecora each resigned
as a member of the Board of Directors of the Company, effective December 30, 2016.  The resignation was not a result of any disagreement with the Company on
any matter relating to the Company’s operations, policies or practices.  Additionally, effective December 30, 2016, Mr. J. Kevin Buchi resigned as
Chief Executive Officer of the Company, Mr. Richard Sherman resigned as Senior Vice President, Secretary and General Counsel of the Company,
Mr. Patrick Hutchison resigned as Chief Financial Officer and Treasurer of the Company and Dr. Tony Meehan resigned as Chief Operating Officer of the Company. 
In connection with their resignation, each officer entered into a settlement and release agreements pursuant to which each received a lump sum settlement in the aggregate
amount previously disclosed in the Company’s Form 8-K filed on November 14, 2016.

Forward-Looking Statements

Some of the statements in this press release and other written and oral statements made from time to time by TetraLogic and its representatives are
“forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. These statements include statements regarding cost savings and other benefits expected to be derived from the delisting and deregistration and the intent
and belief or current expectations of TetraLogic and its management team. Such statements may be identified by the use of words like “anticipate”, “believe”, “estimate”,
“expect”, “intend”, “may”, “plan”, “will”, “should”, “seek”, the negative of these terms or other comparable terminology. Investors are cautioned that any such forward-looking
statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the
forward-looking statements. Investors should read carefully the factors described in the “Risk Factors” section of TetraLogic’s filings with the SEC, including
TetraLogic’s Form 10-K for the year ended December 31, 2015 and the Company’s Form 10-Q for the quarter ended September 30, 2016, for information regarding risk factors that could affect TetraLogic’s results.

The forward-looking statements contained in this press release speak only as of the date of this press release and TetraLogic undertakes no obligation to publicly update any
forward-looking statements to reflect changes in information, events or circumstances after the date of this press release, unless required by law.

  CONTACT:  Richard L. Sherman General Counsel, TetraLogic Pharmaceuticals Corporation  Richard.sherman@tetralogicpharma.com

Primary Logo


Active Clinical Programs

Myelodysplastic Syndromes (MDS) Birinapant    
Cutaneous T-Cell Lymphoma (CTCL) SHAPE    
Ovarian Cancer Birinapant    
Hepatitis B

Presentations & Publications

Bioradiations: What Academic Researchers Can Learn from Small Biotechs about Antibody Validation

Combination effects of SMAC mimetic birinapant with TNFα, TRAIL, and docetaxel in preclinical models of HNSCC

> See all Presentations & Publications


About TetraLogic Pharmaceuticals

TetraLogic Pharmaceuticals (Nasdaq: TLOG) is a clinical-stage biopharmaceutical company focused on discovering, acquiring and developing novel product candidates to treat cancer and infectious diseases. We currently have two clinical-stage product candidates in development: birinapant and suberohydroxamic acid (4-methoxycarbonyl) phenyl ester (SHAPE).

Birinapant is designed to mimic the activity of an endogenous protein, the Second Mitochondrial Activator of Caspases, or SMAC, which is involved in the regulation of the apoptotic process within cells. Avoidance of apoptosis is a critical step in cancer tumor development and certain infectious diseases.

SHAPE is a histone deacetylase inhibitor, or HDACi. Altered expression of histone deacetylases, or HDACs, has been linked to tumor development and several drugs approved for systemic use in the treatment of cancers take advantage of this mechanism.

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#1669   Thx Flygy481 01/03/19 05:24:52 AM
#1668   Yup, TLOG got a new board and Corp venturepart 01/03/19 04:19:02 AM
#1667   Any news/updates with this thing? Flygy481 12/29/18 12:45:56 PM
#1666   Initial Statement of Beneficial Ownership (3) Edgar (US mick 12/28/18 08:56:13 PM
#1665   Tetralogic Pharmaceu (TLOG) mick 12/28/18 08:56:00 PM
#1664   Tetralogic Pharmaceu (TLOG) mick 11/19/18 02:32:34 PM
#1663   our buyer/ PRESS RELEASE 2018/04/27 mick 11/12/18 01:15:50 PM
#1662   our buyer in full detail/ MEDIVIR AB – mick 11/12/18 01:15:19 PM
#1661   our buyer/ Portfolio highlights mick 11/12/18 01:14:46 PM
#1660   our buyer pps/ Stock information mick 11/12/18 01:14:28 PM
#1659   TetraLogic Pharmaceuticals Corp. (TLOG)/ NEWS ????? mick 11/12/18 01:13:28 PM
#1658   Tetralogic Pharmaceu (TLOG) mick 11/12/18 01:13:04 PM
#1657   That is only $4,000 .. why don’t you zoomlik 11/07/18 08:25:15 AM
#1656   Well, at least the 200k ask is gone... roctober 11/01/18 04:29:19 PM
#1655   Agreed .. r u adding at 1.9 cents ? zoomlik 10/31/18 08:20:41 AM
#1654   Medivir’s CEO Christine Lind was just sacked as venturepart 10/18/18 08:06:04 PM
#1653   "Medivir's clinical pipeline consists of four projects; remetinostat roctober 10/17/18 07:12:10 AM
#1652   I believe this is good news for TLOG roctober 10/17/18 07:08:37 AM
#1651   Once pivotal p3 starts enrolling , we should zoomlik 09/11/18 02:14:55 PM
#1650   We can dream. Still awhile away from Medivir Kypee 08/29/18 06:37:51 AM
#1649   i do agree/ TLOG 0.0222 0.00 0.00% USD Aug 10 EDT 600 mick 08/12/18 04:12:32 PM
#1648   I need $5 to break even! Ubertino 08/08/18 10:28:21 AM
#1647   Good find Flygy481 08/07/18 11:27:45 PM
#1646   “Investigator-initiated Phase II Clinical Study of Remetinostat Started venturepart 08/07/18 09:54:02 PM
#1645   Tetralogic Pharmaceu (TLOG) mick 07/23/18 03:50:18 PM
#1644   TLOG 0.0223 -0.0027 -10.80% USD 9:30 AM EDT 900 mick 07/11/18 11:04:55 AM
#1643   TLOG 0.035 +0.01 +40.00% USD 9:30 AM EDT 1.00k mick 07/06/18 02:04:12 PM
#1642   TLOG 0.025 +0.002 +8.70% USD 11:05 AM EDT 66.85k mick 07/05/18 08:03:45 PM
#1641   THIS IS AH CHEAP LOW SS QUALITY COMPANY/ mick 07/01/18 12:13:46 PM
#1640   thank you, it go'ins to be fun thing mick 07/01/18 12:11:36 PM
#1639   Mick, it almost sounds like you own a roctober 07/01/18 07:13:25 AM
#1638   GOOD READS BELOW FOR ALL $TLOG mick 06/30/18 02:23:04 PM
#1637   our buyer share structure/ Share Structure, 29 March 2018 mick 06/30/18 02:20:29 PM
#1636   our buyer investors/ Shareholder categories, 29 March 2018* mick 06/30/18 02:19:34 PM
#1635   our buyer/ Shareholders mick 06/30/18 02:18:42 PM
#1634   our buyer pps/ Stock information mick 06/30/18 02:17:56 PM
#1633   our buyer/ Portfolio highlights mick 06/30/18 02:15:20 PM
#1632   our buyer in full detail/ MEDIVIR AB – mick 06/30/18 02:13:40 PM
#1631   our buyer/ PRESS RELEASE 2018/04/27 mick 06/30/18 02:11:12 PM
#1630   our buyer/ PRESS RELEASE 2018/04/30 mick 06/30/18 02:10:03 PM
#1629   our buyer/ PRESS RELEASE 2018/05/18 mick 06/30/18 02:09:03 PM
#1628   our buyer/ PRESS RELEASE 2018/05/31 mick 06/30/18 02:08:05 PM
#1627   our buyer/ PRESS RELEASE 2018/06/18 mick 06/30/18 02:07:15 PM
#1626   our buyer/ PRESS RELEASE 2018/06/28 mick 06/30/18 02:06:18 PM
#1625   our buyer/ Concept and strategy/ Our vision is mick 06/30/18 02:05:27 PM
#1624   our buyer/ About us mick 06/30/18 02:04:26 PM
#1623   our buyer/ http://www.medivir.com/ mick 06/30/18 02:03:33 PM
#1622   our buyer/ http://www.medivir.com/investors/press-releases mick 06/30/18 02:02:39 PM
#1621   our buyer/ http://www.medivir.com/news-and-media/media-bank mick 06/30/18 02:01:55 PM
#1620   buyer/ http://www.medivir.com/rd/our-research mick 06/30/18 02:01:15 PM