Melinta Therapeutics, Inc. (the “Company” or “Melinta”), a
commercial-stage company focused on the development and
commercialization of novel antibiotics to treat serious bacterial
infections, confirmed today that the Company’s agreement with funds
managed by Deerfield Management Company, L.P., the lenders under
the Company’s senior credit facility (“Deerfield”), has been
designated as the highest and best offer for the Company and its
assets following the completion of a formal marketing process. The
auction scheduled for March 6, 2020 will not proceed, as no party
submitted a higher and better bid in accordance with the bidding
procedures established by the United States Bankruptcy Court for
the District of Delaware (the “Court”). Under the terms of the
previously announced Restructuring Support Agreement, Deerfield
will acquire the Company as a going concern by exchanging its
secured claims arising under its senior credit facility for 100
percent of the equity to be issued by the reorganized Company
pursuant to a pre-negotiated chapter 11 plan of reorganization.
The Company will seek Court approval to assume
its agreement with Deerfield on March 13, 2020, and expects that
the chapter 11 plan implementing the Deerfield transaction will be
confirmed by the Court on April 2, 2020. The transaction is
expected to go effective shortly after the Court confirms the
chapter 11 plan. In addition, pursuant to a settlement negotiated
among the Company and major case constituents, and subject to
various conditions set forth therein and in the chapter 11 plan, on
the effective date of the chapter 11 plan, $3.5 million will be
contributed to a trust for the benefit of general unsecured
creditors of the Company. Existing equity interests in the Company
would be cancelled upon the effective date of the chapter 11 plan
and equity holders will receive no recovery.
Since filing for chapter 11 in December 27,
2019, Melinta has continued to operate its business in the normal
course with no disruption to product supply, distribution, or
support of the Company’s antibiotic portfolio: BAXDELA®
(delafloxacin), VABOMERE® (meropenem and vaborbactam), ORBACTIV®
(oritavancin), and MINOCIN® (minocycline) for Injection.
Melinta is advised in this transaction by
Skadden, Arps, Slate, Meagher & Flom LLP, McDermott, Will &
Emory, Portage Point Partners, LLC and Jefferies, LLC. Deerfield is
advised in this transaction by Sullivan & Cromwell LLP, Landis
Rath & Cobb LLP and Houlihan Lokey.
Additional information about this process,
including documents related to the restructuring and reorganization
proceedings, is available through Melinta’s claims agent Kurtzman
Carson Consultants LLC at www.kccllc.net/Melinta.
About Melinta Therapeutics
Melinta Therapeutics, Inc. is the largest
pure-play antibiotics company, dedicated to saving lives threatened
by the global public health crisis of bacterial infections through
the development and commercialization of novel antibiotics that
provide new therapeutic solutions. Its four marketed products
include Baxdela® (delafloxacin), Vabomere® (meropenem and
vaborbactam), Orbactiv® (oritavancin), and Minocin® (minocycline)
for Injection. This portfolio provides Melinta with the unique
ability to provide providers and patients with a range of solutions
that can meet the tremendous need for novel antibiotics treating
serious infections. Visit www.melinta.com for more information.
Cautionary Note Regarding
Forward-Looking Statements
Certain statements in this communication
constitute “forward-looking statements” within the meaning of
Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act and are usually identified by the use of words such as
“anticipates,” “believes,” “estimates,” “expects,” “intends,”
“may,” “plans,” “projects,” “seeks,” “should,” “will,” and
variations of such words or similar expressions, including
statements related to guidance. The Company intends these
forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in Section 27A
of the Securities Act and Section 21E of the Securities Exchange
Act and are making this statement for purposes of complying with
those safe harbor provisions. These forward-looking statements
reflect the Company’s current views about its plans, intentions,
expectations, strategies and prospects, which are based on the
information currently available to it and on assumptions it has
made and include statements regarding: the terms and timing of and
the ability to consummate the sale of the Company to Deerfield and
the transactions contemplated by the pre-negotiated chapter 11 plan
of reorganization; the ability to obtain the Court’s approval of
the chapter 11 plan; the terms of and ability to consummate the
settlement negotiated among the Company and major case
constituents; any anticipated recovery of creditors, including
pursuant to the negotiated settlement; the expected treatment of
the equity of the Company, including no expected recovery of
existing equity; the timing and ability of the Company to emerge
from the chapter 11 proceedings as a going concern and any
statements or assumptions underlying any of the foregoing. Although
the Company believes that its plans, intentions, expectations,
strategies and prospects as reflected in or suggested by those
forward-looking statements are reasonable, the Company can give no
assurance that the plans, intentions, expectations, strategies or
prospects will be attained or achieved. Furthermore, actual results
may differ materially from those described in the forward-looking
statements and will be affected by a variety of risks and factors
that are beyond the Company’s control.
Risks and uncertainties for the Company include,
but are not limited to, the decisions of the Court; negotiations
with the Company’s debtholders, the Company’s creditors and the
official committee of unsecured creditors and any other committee
appointed in the chapter 11 cases; risks and uncertainties
associated with chapter 11 proceedings; the Company’s ability to
meet the requirements, and compliance with the terms, including
restrictive covenants, of the Restructuring Support Agreement, the
settlement agreement with general unsecured creditors of the
Company and any other settlement or arrangement while in chapter 11
proceedings and risks associated with such compliance; the
Company’s ability to discharge claims in chapter 11 proceedings;
and the risk that the Company’s chapter 11 cases may be converted
to cases under Chapter 7 of the Bankruptcy Code. Many of these
factors that will determine actual results are beyond the Company’s
ability to control or predict.
Other risks and uncertainties are more fully
described in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2018, its Definitive Proxy Statement filed
April 30, 2019, its Quarterly Reports on Form 10-Q for the
quarterly periods ended March 31, 2019, June 30, 2019, and
September 30, 2019, and in other filings that the Company makes and
will make with the SEC. Existing and prospective investors are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. The statements
made in this press release speak only as of the date stated herein,
and subsequent events and developments may cause the Company’s
expectations and beliefs to change. While the Company may elect to
update these forward-looking statements publicly at some point in
the future, the Company specifically disclaims any obligation to do
so, whether as a result of new information, future events or
otherwise, except as required by law. These forward-looking
statements should not be relied upon as representing the Company’s
views as of any date after the date stated herein.
For More Information:
Investor Inquiries:Susan
Blum
(312) 767-0296
ir@melinta.com
Melinta Therapeutics (NASDAQ:MLNT)
過去 株価チャート
から 8 2024 まで 9 2024
Melinta Therapeutics (NASDAQ:MLNT)
過去 株価チャート
から 9 2023 まで 9 2024