BioCentury
ARTICLE | Company News

Spectrum Pharmaceuticals, Talon Therapeutics deal

July 22, 2013 7:00 AM UTC

Spectrum will acquire a 90% stake in Talon for $11.3 million, or $0.056 per share, in cash up front. The price is an 85% discount to the company's $0.37 close on July 16, before the deal was announced. Talon shareholders also will receive a non-publicly traded contingent value right (CVR) valued at up to $195 million. The CVR is tied to one-time sales milestones for hematology drug Marqibo vincristine and an approval-based milestone for dermatology candidate Menadione Topical Lotion. Spectrum will also issue 3 million shares in exchange for all outstanding indebtedness under Talon's credit facility. The shares are valued at $1.1 million based on the July 16 closing price. The company plans to acquire the remaining Talon shares via a short-form merger.

Earlier this year, Talon said its board authorized a review of strategic alternatives and that the company hired Goldman Sachs to provide financial advisory services. The deal has been approved by Talon's board. Houlihan Lokey advised Talon and H.C. Wainwright & Co. LLC advised Spectrum. Stradling Yocca Carlson & Rauth P.C. acted as legal counsel to Spectrum (see BioCentury, Jan. 14). ...