Small-Cap Cancer Focused Theseus Pharmaceuticals Goes Private For Over $3.90/Share In Cash

Theseus Pharmaceuticals Inc THRX on Friday, has entered into a definitive merger agreement whereby Concentra Biosciences LLC will acquire Theseus for a price per share of between $3.90 and $4.05 in cash, consisting of a base cash price of $3.90 per share and an additional cash amount of not more than $0.15 per share at the closing of the merger, plus one non-tradeable contingent value right (CVR).

CVR represents the right to receive 80% of the net proceeds from any license or disposition of Theseus' programs effected within 180 days of closing of the merger and 50% of the potential aggregate value of certain specified potential cost savings realized within 180 days of the close of the merger, under a Contingent Value Rights Agreement.

Following a thorough review process conducted with the assistance of its legal and financial advisors, Theseus' Board of Directors has determined that the acquisition by Concentra – of which Tang Capital Partners, LP is the controlling shareholder – is in the best interests of all Theseus shareholders, and has unanimously approved the merger agreement. The acquisition is expected to close in February 2024. 

In November, Theseus Pharmaceuticals announced that it is conducting a process exploring strategic alternatives.

In conjunction with the strategic process, Theseus implemented a workforce reduction of approximately 72%. 

Price Action: THRX shares are up 7.56% at $3.98 during the premarket session on the last check Friday.

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