Transcept Pharmaceuticals Statement on Request by Retrophin, Inc. to Acquire
Up To 15 Percent of the Outstanding Common Stock of Transcept
POINT RICHMOND, Calif., Sept. 30, 2013
POINT RICHMOND, Calif., Sept. 30, 2013 /PRNewswire/ -- Transcept
Pharmaceuticals, Inc. (NASDAQ: TSPT) today announced that it had received a
communication from Retrophin, Inc. stating that it owns 4.9% of the
outstanding common stock of Transcept and seeking permission from the Board of
Directors of Transcept to increase its ownership stake up to 15% of the
outstanding common stock of Transcept. After consultation with its financial
and legal advisors, and after evaluating the Retrophin request in the context
of the tax benefit preservation plan adopted on September 13, 2013, the Board
of Directors of Transcept unanimously determined not to accede to this
During its deliberations, the Board of Directors of Transcept determined that
granting the Retrophin request could jeopardize the value of the approximately
$78 million in net operating loss carry forwards of Transcept. The tax
benefit preservation plan was unanimously adopted by the Board to protect this
asset for the benefit of all Transcept stockholders.
Leerink Swann LLC is acting as financial and strategic advisor to Transcept.
Latham & Watkins LLP is acting as the Transcept legal advisor.
About Transcept, Inc.
Transcept Pharmaceuticals, Inc.is a specialty pharmaceutical company focused
on the development and commercialization of proprietary products to address
important therapeutic needs in the field of neuroscience. The company's lead
development candidate is TO-2070, a novel, rapidly absorbed treatment for
acute migraine incorporating dihydroergotamine (DHE) as the active drug.
Preclinical data suggest that TO-2070 may offer significant migraine treatment
benefits beyond those provided by less convenient and more invasive DHE drug
delivery methods, such as injection, liquid nasal sprays or pulmonary
In addition to advancing TO-2070, Transcept is continuing to evaluate
opportunities to supplement its development pipeline with new programs
appropriate to its area of expertise. The company's management team developed
Intermezzo^®from concept to its approval by theFDAin 2011.Purdueholds
commercialization and development rights for Intermezzo in the United
States.For further information about Transcept, please visit
www.transcept.com. For information about Intermezzo, please
Forward Looking Statements
This press release contains forward-looking statements that involve
substantial risks and uncertainties. All statements, other than statements of
historical facts, included in this press release are forward-looking
statements. Examples of such statements include, but are not limited to,
statements relating to Transcept prospects, the future value of the Transcept
net operating loss carry forwards and the ability of Transcept to evaluate and
in-license new development programs appropriate to its area of expertise.
Various important factors could cause actual results or events to differ
materially from the forward-looking statements that Transcept makes, including
the risks described in the "Risk Factors" section of Transcept periodic
reports filed with the SEC. Forward-looking statements do not reflect the
potential impact of any future in-licensing, collaborations, acquisitions,
mergers, dispositions, joint ventures, or investments Transcept may enter into
or make. Transcept does not assume any obligation to update any
forward-looking statements, except as required by law.
Transcept Pharmaceuticals, Inc.
Vice President, Chief Financial Officer
SOURCE Transcept Pharmaceuticals, Inc.
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