Apricus Biosciences and Seelos Therapeutics Announce Merger

Apricus Biosciences (NASDAQ:APRI) announced on Monday (July 30) a merger agreement with a private biotech company, Seelos Therapeutics, in an all-stock settlement.

Once the deal is completed, the name of the company will be Seelos Therapeutics and will trade on the NASDAQ Capital market under the symbol “SEEL.”

Richard Pascoe, CEO of Apricus Biosciences said in a joint conference call on Monday that the Apricus board of directors unanimously approved the merger agreement with Seelos.

“The proposed merger with Seelos is in the best interest of our shareholders, as it will provide an opportunity to create value from a diversified pipeline of late-stage clinical assets in areas of high unmet need,” Pascoe said in the press release.

Under the terms of the agreement, the ownership split will be roughly 86 percent Seelos’ shareholders and the remaining 14 percent Apricus shareholders.

Shareholders of Apricus will receive one contingent value right (CVR) for each share of Apricus common stock owned. The agreement says that will pay out 90 percent of the US$500,000 used for successfully out-licensing Vitaros, or 90 percent of the fair market value if the consideration is non-cash.

According to the press release, the deal is expected to close sometime in the second half of 2018.

Once the merger is completed, the company’s primary focus will be on developing and commercializing therapeutics for the central nervous system (CNS) that requires significant medical attention.

“The transaction builds upon our shared vision to develop, advance and commercialize innovative therapeutics for patients with CNS disorders,” Raj Mehra, Ph.D and CEO of Seelos said in the joint press release. “We look forward to establishing a leadership position in the field of neurologic disorders, growing our team, driving long-term shareholder value, and bringing to market therapies for patients who currently have no viable treatment options.”

Seelos is a late-stage clinical company with portfolio that includes clinical assets targeting psychiatric and movement disorders. Together with Apricus, Pascoe said on the conference call the merger will be a “well diversified” clinical stage company that will provide value to accelerate the development of Seelos’ portfolio.

In the aftermath of Monday’s announcement, shares of Apricus initially reacted strongly, spiking 29 percent before market open to US$0.46, but dipped 2.96 percent throughout the day to US$0.36 as of 3:45 p.m. EST.  Apricus currently has a “Sell” rating on TradingView.com with 16 against the stock, eight as “Neutral” and two ranking the company as a “Buy.”

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Securities Disclosure: I, Jocelyn Aspa, hold no direct investment interest in any company mentioned in this article.