Retrophin to acquire Transcept Pharmaceuticals

September 18
8:43 PM 2013

Today, Retrophin Inc. announced that it had made a proposal to the Board of Directors of Transcept Pharmaceuticals Inc. to purchase all of Transcept shares of common stock. Retrophin had intended to acquire the said shares that it does not own in Transcept. The proposal was valued USD4 per share in cash. The proposal from Retrophin was conditioned on the completion of cursory due diligence and other customary provisions. The proposal was not subject to financing condition.

Last week, Retrophin delivered a letter to Transcept's Board of Directors. The proposal indicated in the letter was to acquire all outstanding common stock of Transcept for USD3.50 per share in cash. This was USD0.50 lower compared to the new announced price which resulted to Transcept's board rejecting the offer.

Retrophin expressed disappointment to the Board of Directors and management of Transcept Pharmaceuticals.

According to Chief Executive Officer Martin Shkreli of Retrophin, "Our proposal represents an attractive premium to Transcept's trading performance, and we believe that the proposal offers a compelling opportunity for Transcept's stockholders, particularly in light of Transcept's risky and controversial acquisition strategy. We hope that Transcept's Board of Directors will respect its stockholders' wishes and quickly commence discussions with us regarding the proposed transaction."

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