Immune Pharmaceuticals Inc (fka IMNPQ)

[Letterpenny]

The process for completing a one-step merger involving stock consideration if both merger parties’ stockholders must approve the transaction takes four to six months (see Public Merger Timeline (Stock Consideration) (W-005-2502), and often much longer (for example, if antitrust or other industry-specific regulatory review is required). Not only must the acquirer file a registration statement on Form S-4 with the Securities and Exchange Commission (SEC), but the merger parties must prepare a “joint proxy statement/prospectus” to send to each of their voting stockholders to approve the merger and other proposals. The SEC frequently reviews and comments on the joint proxy statement/prospectus, adding to the time it takes to complete a one- step merger. For additional information on the disclosure requirements applicable to one-step mergers, see Practice Note, Public Mergers Disclosure: Overview (0-382-1406).