Sunday, July 3, 2016

Idle Sunday Speculation: Will Merck Join, Or Trump, Pfizer's "Stalking Horse" Bid For BIND -- In Chapter 11?

We just noticed that Pfizer has offered BIND Therapeutics a Chapter 11 $20 Million "Stalking Horse" asset purchase bid -- presumably in order to secure Pfizer's rights, if/when BIND exits Chapter 11, more or less with the potential to continue as a pure R&D "burn rate" business. Recall here that in November 2014, then BIND CEO Scott Minnick engineered a deal to partner with Kenilworth's Dr. Perlmutter -- also looking at basic research -- in a few potential oncology therapies.

After that Merck R&D deal, BIND did a separate deal with Pfizer, as well. In early May 2016, due to acceleration demands from its lender (Hercules Technology III, L.P.), BIND elected to seek bankruptcy protection -- and try to find another lender to pay Hercules and thus, a way out. Might Merck join Pfizer's bid? Might it trump that $20 million bid? Or will Kenilworth be content to sit on the sidelines here, and see how it all sorts out? We shall see. Here's a bit:

. . . . The agreement is the initial stalking horse bid under Section 363 of the U.S. Bankruptcy Code, to be followed by an orderly auction process as established by the U.S. Bankruptcy Court. Under terms of the agreement, Pfizer has agreed to acquire substantially all of BIND’s assets for approximately $20 million in cash subject to certain price adjustments. Pfizer has also agreed to assume certain contractual liabilities of BIND.

BIND has requested the U.S. Bankruptcy Court to authorize the Company to proceed with an auction on July 25, 2016 for the majority of its assets, provided the Company receives qualified overbids no later than July 22, 2016 at 4 p.m. EDT. The Company intends to select the highest and best offer at the conclusion of the auction. If Pfizer is selected as the successful bidder at the auction, or if no qualified competing bids are submitted, and subject to court and other regulatory approvals, the Company expects to complete the transaction in the third quarter of 2016.

BIND Therapeutics initiated voluntary Chapter 11 bankruptcy protection on May 1, 2016 and is conducting a sale of assets pursuant to Section 363 of the Bankruptcy Code. . . .

We will keep an eye on this. . . . Onward -- with hot coffee and fresh OJ at the ready, this morning. Smile.

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