Evercel Announces Rejected Offer to Acquire NewLink Genetics
12 Décembre 2019 - 11:31PM
Evercel, Inc. (“Evercel”) (OTC: EVRC) has made an offer to acquire
NewLink Genetics Corporation ("NewLink") (NASDAQ: NLNK).
Daniel Allen, Chief Executive Officer of Evercel, announced on
November 25, 2019 Evercel has made alternative offers to acquire
NewLink, including one for $1.75 in cash per share. “We tried
to engage in a good faith discussion with NewLink’s Board of
Directors in order to deliver a superior offer to
shareholders. However, NewLink’s Board turned down our offer
without even engaging in any discussion with us.
“NewLink shareholders are being asked to approve a merger with
privately held Lumos Pharma Inc. (“Lumos”) that we believe is not
in their best interests and will likely destroy shareholder value
at NewLink. Lumos is a money losing clinical stage biotech
company with a single early stage pipeline asset (and insufficient
resources to run clinical trials) that it acquired in July 2018 for
$3.5 million upfront. The clinical path of Lumos’
previous (sole) drug candidate was deemed not viable due to safety
concerns (after 7+ years and they spent most of the $50+ million
they raised). We believe our cash offer is superior to the
current all stock Lumos deal as it offers NLNK shareholders a
strong premium to the $1.45 volume weighted average share price
since the Lumos deal was announced, certainty of value and an
expedient path to closure. In contrast, we believe the Lumos
deal will likely result in continued dilution to NewLink
shareholders, accelerated cash burn and the pursuit of unlikely
success of a previously failed drug candidate.
“NewLink shareholders will have an important decision to make in
the coming weeks on whether to approve the merger with Lumos, and
we believe shareholders deserve the full picture of NewLink’s
options starting with an explanation for why the Board has refused
to engage with Evercel about reaching a deal that may promise
shareholders much greater value with significantly less risk than
the Lumos merger.”
Further information about the potential NewLink/Lumos merger and
why it is not in the best interests of NewLink shareholders can be
found at www.NewLinkMerger.com
About EvercelNew York City-based Evercel is a
publicly traded holding company that oversees and manages
subsidiary companies. Due to Evercel’s limited number of
shareholders and its decision at present not to register with the
SEC, Evercel is not obligated to publicly report business or
financial information. From time-to-time, Evercel chooses to
voluntarily report information. Evercel may change its reporting
practices at any time, in its discretion and without
notice. www.evercel.com
Notice
Evercel currently intends to file with the SEC a proxy statement
and accompanying form of proxy card to be used in connection with
the solicitation of proxies from the shareholders of NewLink.
All shareholders of NewLink are advised to read the proxy statement
and other materials filed by Evercel when they become available, as
they will contain important information, including additional
information related to Evercel. The proxy statement and
accompanying proxy card will be furnished to some or all of
NewLink's stockholders and will be, along with other relevant
documents, available at no charge on the SEC website at
http://www.sec.gov. Information about Evercel and a description of
its direct or indirect interests by security holdings will be
contained in the Schedule 14A to be filed by Evercel with the
SEC.
Contact info: info@evercel.com
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