BioSante Pharmaceuticals, Inc. (NASDAQ: BPAX) today reported on its cash balance as of September 30, 2012 and financial results for the third quarter of 2012 and provided an update on the Company’s previously announced proposed merger transaction with ANI Pharmaceuticals, Inc.
As of September 30, 2012, the Company’s cash and cash equivalents were approximately $38.0 million, accounts payable were approximately $2.0 million and convertible notes payable on May 1, 2013 were approximately $8.3 million. BioSante incurred a net loss of approximately $6.1 million or $(0.27) per share for the quarter ended September 30, 2012, compared to a net loss of $12.7 million or $(0.73) per share for the same period in 2011. The decrease in the net loss was due primarily to lower clinical development expenses for LibiGel
(testosterone gel) during the most recent period as a result of the conclusion of all current LibiGel clinical studies.
In October, the Company announced that it entered into a merger agreement with ANIP Acquisition Company d/b/a ANI Pharmaceuticals, Inc. by which the companies will merge in an all-stock transaction, with BioSante as the surviving company. The merger will bring together BioSante’s cash, anticipated future licensing revenues and other assets, including products in development, with ANI’s niche branded and generic pharmaceutical products and contract manufacturing operations, which together generated net revenues of over $16 million in 2011 and $15.0 million in net revenues during the nine months ended September 30, 2012. ANI generated positive cash flow from operations for the nine months ended September 30, 2012 and has no long-term debt.
Under the terms of the merger agreement, upon completion of the merger, BioSante will issue to ANI stockholders shares of BioSante common stock such that the former ANI stockholders will own approximately 53 percent of the combined company’s shares outstanding, and the former BioSante stockholders will own approximately 47 percent, subject to adjustment as provided in the merger agreement based on BioSante’s “net cash,” as defined in the merger agreement and generally consisting of BioSante’s cash and cash equivalents less certain expenses and liabilities, as of a determination date prior to the anticipated closing date of the merger. In addition, immediately prior to the merger, BioSante plans to distribute to its then current stockholders contingent value rights (CVRs) providing payment rights arising from a future sale, transfer, license or similar transaction(s) involving LibiGel.