Checkpoint Therapeutics Inc (CKPT) Options

CKPT BIOBEAST BOUNCE

Sun Pharma to Acquire Checkpoint Therapeutics
PR Newswire
Sun, March 9, 2025 at 10:06 PM EDT 21 min read

Will add UNLOXCYT™ (cosibelimab-ipdl), the first and only FDA-approved anti-PD-L1 treatment for
metastatic or locally advanced cutaneous squamous cell carcinoma (cSCC) to Sun Pharma's global
onco-derm franchise

Will leverage Sun Pharma's global presence to
accelerate patient access to UNLOXCYT™ (cosibelimab-ipdl)

Upfront cash payment of $4.10 per share of common stock,
representing aggregate upfront consideration of up to $355 million

Stockholders will also receive a contingent value right for
up to $0.70 per share on achievement of a milestone

Acquisition is subject to approval by Checkpoint's stockholders
and other customary closing conditions

MUMBAI, India and WALTHAM, Mass., March 9, 2025 /PRNewswire/ -- Sun Pharmaceutical Industries Limited (Reuters: SUN.BO, Bloomberg: SUNP IN, NSE: SUNPHARMA, BSE: 524715 (together with its subsidiaries and/or associated companies, "Sun Pharma")) and Checkpoint Therapeutics, Inc. (Nasdaq: CKPT) ("Checkpoint") today announced that they have entered into an agreement by which Sun Pharma will acquire Checkpoint, an immunotherapy and targeted oncology company.
(PRNewsfoto/Sun Pharmaceutical Industries Inc., USA (Sun Pharma))
(PRNewsfoto/Sun Pharmaceutical Industries Inc., USA (Sun Pharma))

Checkpoint is a Nasdaq-listed 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.

Dilip Shanghvi, Chairman & Managing Director of Sun Pharma, said, "Combining UNLOXCYT, an FDA-approved anti-PD-L1 treatment for advanced cutaneous squamous cell carcinoma, with Sun Pharma's global presence means patients with cSCC may soon have access to an important, new treatment option. The acquisition further bolsters our innovative portfolio in onco-derm therapy."

"I am proud of the dedication and passion of our team at Checkpoint that allowed us to achieve the first and only FDA-approved anti-PD-L1 treatment for patients with advanced cSCC, and we are excited to enter this transaction with Sun Pharma as the next step to bringing UNLOXCYT to cSCC patients in need of a differentiated immunotherapy treatment option," said James Oliviero, President and Chief Executive Officer of Checkpoint. "Sun Pharma is aligned with Checkpoint's commitment to improving the lives of skin cancer patients, and I believe this transaction will maximize value for our stockholders and provide accelerated access to UNLOXCYT in the United States, Europe and other markets worldwide."

Transaction Summary

Upon completion of the transaction, Sun Pharma will acquire all outstanding shares of Checkpoint and 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, subject to the terms and conditions in the contingent value rights agreement.

The upfront cash payment of $4.10 per share of common stock represents a premium of approximately 66.0% to Checkpoint's closing share price on March 7, 2025, the last trading day prior to today's announcement.

In connection with the transaction, Checkpoint, Sun Pharma and Fortress Biotech, Inc., Checkpoint's controlling stockholder ("Fortress"; Nasdaq: 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.

In connection with the evaluation of Checkpoint's strategic alternatives, the Checkpoint board of directors (the "Board") formed a special committee of independent and disinterested directors (the "Special Committee"), which led the review and negotiations for this transaction. The Special Committee, with the assistance of its independent financial and legal advisors, conducted a comprehensive review of potential strategic alternatives available to Checkpoint and ultimately determined that the compelling and certain cash consideration and meaningful upside presented by the CVRs in this transaction provides superior risk-adjusted value relative to Checkpoint's standalone prospects and other available alternatives. The Special Committee unanimously approved, and recommended that Checkpoint's Board approve, the proposed transaction. After considering this recommendation, Checkpoint's Board unanimously approved the proposed transaction. In arriving at its unanimous recommendation in favor of the transaction, the Special Committee considered several additional factors which will be outlined in public filings to be made by Checkpoint.

The transaction is expected to be completed in the second calendar quarter of 2025. The transaction is subject to customary closing conditions, including required regulatory approvals and approval by the holders of a majority of the voting power of outstanding shares of Checkpoint common stock, and by the holders of a majority of the shares of Checkpoint common stock that are not held by Fortress or by certain other affiliates of Checkpoint.

CKPT...$3.86...Off my $3.17 Alert...🥳

georgie18

Member Level
Re: georgie18 post# 673374

Wednesday, February 05, 2025 3:21:32 PM

Post#
673461
of 673502
CKPT...$3.71...Off my $3.17...🥳... PLEASE PAY CLOSE ATTENTION TO THE CHART... https://schrts.co/TCItqZvc ...There is a long term Cup forming here which will take a year or so if it completes...for a 10X to 12X return...Short term CKPT...needs to Break/Hold $4 if so we see $8 range... https://finance.yahoo.com/news/fda-approves-checkpoint-therapeutics-skin-142201452.html

georgie18

Member Level
Re: georgie18 post# 673246

Wednesday, February 05, 2025 10:18:46 AM

Post#
673374
of 673461
CKPT...$3.50...🥳...Off my $3.17 Alert...

georgie18

Member Level
Re: georgie18 post# 673236

Tuesday, February 04, 2025 11:03:23 AM

Post#
673246
of 673372
CKPT...$3.42...HOD off my $3.17 Alert...🥳

georgie18

Member Level
Re: georgie18 post# 31459

Tuesday, February 04, 2025 10:08:02 AM

Post#
31479
of 31487
CKPT...$3.29...Bullish Psar Flip...🥳

georgie18

Member Level
Re: None

Monday, February 03, 2025 8:01:35 PM

Post#
673187
of 673235
CKPT...$3.17... 🥳... https://schrts.co/DJzbwPTt ...Closed above the 20MA with a strong Candle...40 Million Range Float...

CKPT...$3.71...🥳... PLEASE PAY CLOSE ATTENTION TO THE CHART... https://schrts.co/TCItqZvc ...There is a long term Cup forming here which will take a year or so if it completes...for a 10X to 12X return...Short term CKPT...needs to Break/Hold $4 if so we see $8 range...

Have we hit bottom here ?? Thoughts anyone ?  

Thanhs Bubba

https://ir.stockpr.com/checkpointtx/sec-filings-email/content/0001104659-25-008258/tm255136-1_4seq1.html

Hey Bubb, I see the cfo received shares , but I don't see the CEO s4??? 

CEO just awarded 1.5M shares so I expect to hear partnership/BO news soon

I guess this medication is worthless 

Ok this is painful 

This is ridiculous!

Seriously Zadie 

I don't blame you for lightening up of your shares. The behavior of mgt at this stage is not what i thought is going to be. No direction or update from company after approval? You don't do this kind of crap if your company trading on stock mrkt. I am going to watch this for couplie of more days. I think our CEO has a serious issue with communication. Good luck to the company and his employees.

I may have to lighten up here . I thought the risk would be gone after approval 

I know it is very frustrating. Silent from Mgt is appalling. Hanging there.
I am very surprised mgt have not pressure from HFs/institution investors.

Don't think that is 

I'm not feeling real comfortable about their execution here Zadie. I dint think there is any partner or buyout interest 

I fully agree Zadie! We need something positive here . I mean they had a delay and plenty of time to develop something. 

I will be ok with $10. But that shows incompetents' of mgt. When you work on a drug, getting approval is one side of the puzzle. commercialization is another. I have not seen any communication from mgt since we have received an approval. This is not good in my opinion.

I would take 10 zadie! Thanks 

Vein,
"J&J to buy neurological drugmaker Intra-Cellular for $14.6 billion. Revenue TTM $613 million."

Note TTM revenue is $613 Mil. Now what do you think our BO should be for CKPT? We expect more revenue based on the # of patients. Even I use 1/10 of BO price of $14.6 Bil. Lets say $1.5 Bil. Then $30/share is reasonable. But you need to be a salesman.

That would be nice 

I think CKPT is a good candid for BO since the mgt failed to deliver any price appreciation after FDA approval. I think even $1B BO i will be happy with it. Someone needs to wake up the mgt.

That was the biggest trade mistake iof my lifetime Zadie 

Yeah. After what happened LWLG. That was a BS. The company performance delayed by another year.

I can't catch a break Zadie !! Thanks 

Vein- I have no idea why this stock is behaving like this. With a minimum OS this should MC of $500M.( at least). I think Market is telling the company that they are not doing their job. In my eyes CEO is responsible for this fiasco.

Any thoughts on this one Zadie?? 

Thanks.

Honestly Zadie, it was just an article I read in linkdln. It was put out by checkpoint . 

What is the competition price? If you have a link to that report i greatly appreciate it. Keep in mind that CKPT got approval based on efficacy not financial cost. At the end survival is more important than the price of medicine. I am very surprised with CEO not addressing this issue.

Hey Zadie, they were supposed to be able to price it lower than the competition. But now they are saying parity at best . 

Do you know what the pricing model was?

I saw an article that mentions we couldn't deliver on our lower pricing model and we are now seeking a partner ?? Whst the f!! 

Yes it is as long as the mgt are silent. This is heaven for traders.

Man this is brutal 

Sure would be nice to see some green today !! 

Thanks Zadie 

Check your browser. I can see it in my laptop as well as my phone.

Can't seem to find it attached Zadie . I see your reply though. 

It is post # 272. You should be able to see it.

Hey swordsman, can you post that YouTube video again ?? Thank you ! 

Thanks ! 

Check swordmsn post. There is a utube clip.

What clip ?? Mind sharing ?? 

Thanks for that clip. Agree. Very interesting and positive.
Does anyone know if we are applying for approval in Europe and UK. Remember these two are two distinct RAs., sine UK exited EU. It appears there are same number pf patient as USA who can use this treatment. This will increase their revenue tremendously.

Well its NOT from mngmt. Has ZERO to do with buyouts or info for the flipper crowd

BUT--for the few investors or possible patients or people that have family/friend that might benefit from this treatment

This is VERY POSITIVE !!!!!!!!!!!!!!!!!!!

Man , we need something positive from management here ! 

Well, the problem is we have no communication from mgt regarding the plan after approval. Are they applying to other RAs for approval? what is expected revenue based first approval and second approval and so on......

You cannot leave these crucial updates untouched and expect the MC increases. I think Mgt and BOD need a wake up calls.