Cerulean Pharma and Daré Bioscience Announce Closing and New Stock Symbol, "DARE"
July 19 2017 - 11:30AM
Business Wire
Cerulean Pharma Inc. (NASDAQ:CERU) and Daré Bioscience
Operations, Inc. (formerly Daré Bioscience, Inc.) today announced
the closing of the transactions contemplated by the stock purchase
agreement entered into by the companies on March 19, 2017. As a
result of these transactions, (i) the former holders of Daré equity
securities now hold approximately 51% of Cerulean capital stock
(calculated based on the stock purchase agreement), (ii) Daré
Bioscience Operations, Inc. has become a wholly-owned subsidiary of
Cerulean, (iii) Cerulean is changing its name to “Daré Bioscience,
Inc.,” effective as of Thursday, July 20, 2017, and (iv) a
one-for-ten reverse stock split of the combined company’s common
stock will be effected on Thursday, July 20, 2017. The issuance of
the shares of common stock to the former holders of Daré equity
securities pursuant to the transaction was approved by the holders
of more than 96% of the shares of Cerulean common stock present at
the Special Meeting of Stockholders of Cerulean held today.
As a result of the reverse stock split, every ten shares of
Cerulean's common stock issued and outstanding prior to the opening
of trading on Thursday, July 20, 2017 will be consolidated into one
issued and outstanding share, with no change in the nominal par
value per share of $0.0001. No fractional shares will be issued as
a result of the reverse stock split. Stockholders who otherwise
would be entitled to receive a fractional share in connection with
the reverse stock split will receive a cash payment in lieu
thereof. The shares underlying all outstanding options and
warrants, including those assumed in connection with the
transaction with Daré, will also be adjusted accordingly.
Beginning on July 20, 2017, the common stock of the combined
company will continue trading on the NASDAQ Capital Market, but,
will reflect the new name "Daré Bioscience, Inc.", the new stock
symbol "DARE" and the new number of split adjusted shares. There
will be approximately 6,047,200 shares of Daré common stock issued
and outstanding after the split. The common stock will also trade
under a new CUSIP number, 23666P 101.
For more information regarding Cerulean's reverse stock split,
please refer to the definitive proxy statement on Schedule 14A
filed by Cerulean with the Securities and Exchange Commission on
June 19, 2017.
About Daré Bioscience (the combined company)
Daré Bioscience is a healthcare company committed to the
development and commercialization of innovative products in women’s
reproductive health. Daré believes there is an unmet need in the
United States, in other developed countries, and in developing
countries, for innovative product candidates that expand options,
improve outcomes and are easy to use. Product development in
women’s reproductive health is fragmented creating a potential
opportunity for Daré. Daré’s goal is to fill the gap by taking
products from innovation through development and believes its
management team is well-suited to ensure Daré’s current and
potential future product candidates and products advance and one
day become commercially available. Daré’s founders, including its
executive management team, bring experience in global women’s
healthcare as well as success in prior ventures in funding,
achieving regulatory approvals, partnering, and launching a number
of products, including devices, therapeutics and diagnostics.
For more information on Daré, please visit
www.darebioscience.com
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version on businesswire.com: http://www.businesswire.com/news/home/20170719005938/en/
Daré Bioscience, Inc.Sabrina
Martucci Johnson, 858-769-9145innovations@darebioscience.com
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