BIND Therapeutics, Inc. has filed a motion for court approval of a stalking horse asset purchase agreement bid from Pfizer Inc. for the purchase of the majority of BIND’s assets.
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. The agreement between BIND and Pfizer is intended to constitute a “stalking horse bid” in accordance with the bidding procedures approved by the bankruptcy court; however, certain break-up fees and expense reimbursements intended to serve as bid protection for Pfizer are subject to court approval.