Biotech Values

[DewDiligence]

ACRX’s sweetened offer bags TTPH after all:

https://www.prnewswire.com/news-releases/acelrx-pharmaceuticals-announces-revised-merger-agreement-with-tetraphase-301067693.html

AcelRx Pharmaceuticals…today announced the execution of an amendment to its merger agreement to acquire Tetraphase Pharmaceuticals with revised consideration of $37.0 million in stock and cash based on the AcelRx closing share price on May 28, 2020, plus up to $16.0 million in contingent value rights (CVRs) payable in cash.

The total consideration payable to Tetraphase stockholders and warrant holders includes AcelRx stock valued at $24.2 million, based upon the closing share price of AcelRx stock of $1.50 on May 28, 2020, plus $12.8 million in cash.

Tetraphase stockholders will receive, for each share of Tetraphase common stock, (1) $0.59 in cash and 0.7409 shares of AcelRx common stock, representing approximately $1.70 in upfront per share value, based upon the closing share price of AcelRx stock of $1.50 on May 28, 2020, and (2) one CVR, which would entitle the Tetraphase stockholders to receive potential aggregate payments of up to $16.0 million in cash [~$0.74/sh] upon the achievement of certain future XERAVA net sales milestones starting in 2021.

Tetraphase's board of directors has determined that as a result of the amendment to the merger agreement, competing bidders' proposals were not superior and recommends the merger agreement, as amended, to its stockholders.

The $1.70/sh nominal deal value (excluding the CVR) is a 17% premium to TTPH’s closing price on 3/13/20—the last day before ACRX’s initial buyout offer.