(RTTNews) - Sun Pharmaceutical Industries Limited agreed to acquire Checkpoint Therapeutics Inc. (CKPT), an immunotherapy and targeted oncology company.
As per the deal, Checkpoint stockholders will receive, for each share of common stock they hold, an upfront cash payment of $4.10, without interest, and a non-transferable contingent value right (CVR) entitling the stockholder to receive up to an additional $0.70 in cash, without interest, if cosibelimab is approved prior to certain deadlines in the European Union pursuant to the centralized approval procedure or in Germany, France, Italy, Spain or the United Kingdom.
The cash payment of $4.10 represents aggregate upfront consideration of up to $355 million. It represents a premium of about 66.0% to Checkpoint's closing share price on March 7, 2025, the last trading day prior to today's announcement.
Checkpoint is a commercial-stage company focused on developing novel treatments for patients with solid tumor cancers. Checkpoint has received approval from the U.S. Food & Drug Administration (FDA) for UNLOXCYT (cosibelimab-ipdl) for the treatment of adults with metastatic cutaneous squamous cell carcinoma (cSCC) or locally advanced cSCC who are not candidates for curative surgery or curative radiation.
In connection with the transaction, Checkpoint, Sun Pharma and Fortress Biotech, Inc., Checkpoint's controlling stockholder (FBIO), have entered into a royalty agreement, under which following the closing of the transaction Fortress would be entitled to receive royalty payments based on future sales of cosibelimab during a specified term, in lieu of royalty rights that were granted to Fortress in connection with its founding of Checkpoint.
The transaction is expected to be completed in the second calendar quarter of 2025.
In connection with the transaction, Fortress, which holds a majority of Checkpoint's outstanding voting power, has agreed to vote in favor of the transaction.
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