Retrophin, Inc. (OTCQB:RTRX) today announced that it has withdrawn its
offer to acquire all of the shares of Transcept Pharmaceuticals, Inc.’s
common stock for $4.00 per share in cash. Retrophin is no longer a
shareholder of Transcept. Retrophin had submitted two offers to
Transcept dated September 10, 2013 and September 18, 2013.
Martin Shkreli, Founder and Chief Executive Officer of Retrophin,
stated, “We were disappointed that, despite the fact that our offer was
at a substantial premium to Transcept’s share price and represented, in
our opinion, a compelling opportunity for its stockholders -- who also
opposed Transcept’s risky and highly speculative stated strategy to grow
the company through acquisitions -- our offer was dismissed without
giving us the opportunity to discuss its merits directly with the Board
of Directors. Given the reluctance of Transcept’s Board to engage in
substantive discussions with us, their implementation of a “poison pill”
in order to prevent stockholders from acquiring more than 4.99% of
Transcept’s shares, their in-licensing of an early-stage migraine
development project and their now expressed interest in entering into a
reverse merger, we have now formally withdrawn our offer for Transcept.
“Retrophin is appalled at the lengths Transcept management has gone
through to avoid a full and fair auction for Transcept. In the meantime,
Transcept’s most precious asset, its cash, has dwindled, and we no
longer believe a $4.00 per share purchase of Transcept represents a
compelling transaction for our shareholders.”
In its letter dated September 18, 2013, Retrophin called on the Board of
Directors of Transcept to engage in discussions with Retrophin and to
provide it with access to selected due diligence in order to enter into
a transaction no later than September 30, 2013. Retrophin had further
stated that it would continue to stand ready to meet with the Board of
Directors of Transcept, and its advisors, to discuss the proposal and to
devote all necessary resources to work to consummate the transaction by
November 1, 2013.
About Retrophin
Retrophin is a pharmaceutical company focused on the development,
acquisition and commercialization of drugs for the treatment of serious,
catastrophic or rare diseases for which there are currently no viable
options for patients. The Company's pipeline includes compounds for
several catastrophic diseases, including Focal Segmental
Glomerulosclerosis (FSGS), Pantothenate Kinase-Associated
Neurodegeneration (PKAN), Duchenne Muscular Dystrophy and others.
Retrophin's lead compound, sparsentan, also known as RE-021, is
scheduled to begin enrollment in a potentially pivotal Phase 2 clinical
trial for FSGS during 2013. The Company intends to reintroduce
Syntocinon Nasal Spray in the U.S. to assist initial postpartum milk
ejection and also initiate clinical trials for the drug as a potential
treatment for schizophrenia and autism. For additional information,
please visit www.retrophin.com.
Forward-Looking Statements
This press release contains "forward-looking statements" as that term is
defined in the Private Securities Litigation Reform Act of 1995,
regarding the research, development and commercialization of
pharmaceutical products. Without limiting the foregoing, these
statements are often identified by the words "may", "might", "believes",
"thinks", "anticipates", "plans", "expects", "intends" or similar
expressions. In addition, expressions of our strategies, intentions or
plans are also forward-looking statements. Such forward-looking
statements are based on current expectations and involve inherent risks
and uncertainties, including factors that could delay, divert or change
any of them, and could cause actual outcomes and results to differ
materially from current expectations. No forward-looking statement can
be guaranteed. Forward-looking statements in the press release should be
evaluated together with the many uncertainties that affect the Company's
business. You are cautioned not to place undue reliance on these
forward-looking statements as there are important factors that could
cause actual results to differ materially from those in forward-looking
statements, many of which are beyond our control. The Company undertakes
no obligation to publicly update any forward-looking statement, whether
as a result of new information, future events, or otherwise. Investors
are referred to the full discussion of risks and uncertainties as
included in the Company's filings with the Securities and Exchange
Commission.
Copyright Business Wire 2013