ACETO Receives Court Approval of “Stalking Horse” Agreement to Sell Rising Pharmaceuticals to Shore Suven Pharma, Inc.
April 12 2019 - 10:45AM
ACETO Corporation (OTC: ACETQ), an international company engaged in
the development, marketing, sale and distribution of Human Health
products, Pharmaceutical Ingredients and Performance Chemicals,
announced today that it has received approval from the U.S.
Bankruptcy Court to sell the assets of Rising Pharmaceuticals
and Rising’s subsidiaries to Shore Suven Pharma, Inc. for gross
cash proceeds of $15 million, plus the assumption of operating
liabilities and customer obligations related to the acquired
business, on a cash-free and debt-free basis.
The sale was conducted through a Court-supervised process under
Section 363 of the Bankruptcy Code. Under that process, Shore
Suven Pharma’s purchase agreement served as the “stalking horse
agreement” and an auction would have been conducted had the Company
received qualified offers from other bidders reflecting potentially
higher and/or otherwise better terms. No such bids were received
prior to the bid deadline. Therefore, no auction was conducted and
Shore Suven Pharma was selected as the successful bidder of the
Pharma Business on March 29, 2019. The transaction is expected to
close on April 19, 2019, subject to the satisfaction of certain
other conditions.
“Today’s Court approval brings closure to the sales process for
Rising Pharmaceuticals’ customers and employees and paves the way
for a seamless transition of its portfolio, customer programs and
manufacturing and drug development relationships to Shore Suven
Pharma,” said William C. Kennally III, Chief Executive Officer of
Aceto.
As previously announced, Aceto has also entered into a “stalking
horse agreement” to sell its chemicals business through a
comparable Court-supervised process. To facilitate the sale of both
Rising Pharmaceuticals and its chemicals business assets, Aceto and
its U.S. subsidiaries filed voluntary petitions under Chapter 11 of
the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the
District of New Jersey (Newark) on February 19, 2019. The
Company expects to complete the disposition of its chemicals
businesses before its fiscal year end on June 30, 2019.
Additional information about Aceto’s Chapter 11 cases can be
found at http://cases.primeclerk.com/Aceto and by calling
844-216-7718, a toll-free number for callers in the U.S. and
Canada, or 347-761-3238, for international callers.
About
ACETO
ACETO Corporation, incorporated in 1947, is focused
on the global marketing, sale and distribution of Human Health
products (finished dosage form generics and nutraceutical
products), Pharmaceutical Ingredients (pharmaceutical intermediates
and active pharmaceutical ingredients) and Performance Chemicals
(specialty chemicals and agricultural protection products). With
business operations in nine countries, ACETO distributes over 1,100
chemical compounds used principally as finished products or raw
materials in the pharmaceutical, nutraceutical, agricultural,
coatings and industrial chemical industries. ACETO’s global
operations, including a staff of 25 in China and 12 in India, are
distinctive in the industry and enable its worldwide sourcing and
regulatory capabilities.
FORWARD LOOKING STATEMENTS
This news release contains forward-looking statements as that
term is defined in the federal securities laws, including
statements regarding the proposed sales of ACETO’s operating
businesses. Generally, ACETO’s forward-looking statements
relate to our business plans or strategies, projected or
anticipated benefits or other consequences of ACETO’s plans or
strategies, financing plans, or a projection involving anticipated
revenues, earnings or other aspects of ACETO’s operating results or
financial position, and the outcome of any contingencies. Any
such forward-looking statements are based on current expectations,
estimates and projections of management. ACETO intends for these
forward-looking statements to be covered by the safe-harbor
provisions for forward-looking statements. Words such as "may,"
"will," "expect," "believe," "anticipate," "project," "plan,"
"intend," "estimate," and "continue," and their opposites and
similar expressions are intended to identify forward-looking
statements. Among other statements, the statements in this
press release regarding the timing for consummation of the
referenced sales, the effect of the bankruptcy process, and the
future operation of the Company constitute forward-looking
statements. ACETO cautions you that these statements are not
guarantees of future performance or events and are subject to
several uncertainties, risks and other influences, many of which
are beyond ACETO’s control, which may influence the accuracy of the
statements and the projections upon which the statements are
based. Potential risks, influences and uncertainties that
could cause actual results to differ materially from those set
forth or implied by any forward-looking statement include, but are
not limited to: (i) ACETO’s ability to obtain approval with respect
to motions in the Chapter 11 cases and the Bankruptcy Court’s
rulings in the Chapter 11 cases and the outcome of the Chapter 11
cases in general, including motions and objections with respect to
the pending transactions; (ii) the length of time ACETO and its
U.S. subsidiaries will operate under the Chapter 11 cases; (iii)
risks associated with third-party motions in the Chapter 11 cases,
which may interfere with ACETO and its U.S. subsidiaries’ ability
to develop and consummate the asset purchase transactions; (iv) the
potential adverse effects of the Chapter 11 cases on ACETO and its
U.S. subsidiaries’ liquidity, results of operations or business
prospects; (v) increased legal and advisor costs related to the
Chapter 11 cases and other litigation and the inherent risks
involved in a bankruptcy process; (vi) the effect of the Chapter 11
cases on the trading price in ACETO’s securities; (vii) ACETO’s
ability to fulfill its obligations to its customers, suppliers and
employees; (viii) the ability of ACETO employees and customers to
benefit from the transaction; (ix) delays in, and objections filed
by parties in interest to, completing a sale or other transaction;
(x) ACETO’s access, on favorable terms, to any required financing;
and (xi) other risks and uncertainties discussed in ACETO’s reports
filed with the Securities and Exchange Commission (“SEC”),
including, but not limited to, ACETO’s Annual Report on Form 10-K
for the fiscal year ended June 30, 2018 and other SEC filings,
copies of which are available at www.sec.gov. Accordingly, no
assurances can be given that any of the events anticipated by the
forward-looking statements, including, but not limited to, the
consummation of the sale of ACETO’s chemicals business assets and
the sale of the assets of Rising Pharmaceuticals and its
subsidiaries, will transpire or occur, or, if any of them do so,
what impact they will have on the results and operations or
financial condition of ACETO.
All forward-looking statements attributable to ACETO or persons
acting on behalf of ACETO are expressly qualified in their entirety
by the foregoing cautionary statements. ACETO undertakes no
obligation to publicly update or revise any forward-looking
statements, whether from new information, future events or
otherwise.
Company Contact: Jody BurfeningCommunications
Consultant jburfening@lhai.com(212) 838-3777
Adicet Bio (NASDAQ:ACET)
Historical Stock Chart
From Mar 2024 to Apr 2024
Adicet Bio (NASDAQ:ACET)
Historical Stock Chart
From Apr 2023 to Apr 2024