Bids due on March 2, 2020 by 4:00 p.m. Eastern Time
Company Previously Announced Agreement of its Secured Lenders to Acquire Company as Going Concern, Subject to Higher and Better Offers
Company Continues Operations with No Anticipated Disruption to Product Supply or Support
MORRISTOWN, N.J., Feb. 13, 2020 (GLOBE NEWSWIRE) — Melinta Therapeutics, Inc. (the “Company” or “Melinta”), a commercial-stage company focused on the development and commercialization of novel antibiotics to treat serious bacterial infections, today announced that on February 11, 2020, the United States Bankruptcy Court for the District of Delaware (the “Court”) entered an order approving Melinta’s proposed bidding procedures and Chapter 11 sale process timeline (the “Bidding Procedures Order”), thereby establishing a framework for the near-term acquisition and continuation of Melinta’s business as a going concern. The Bidding Procedures Order was entered with the consent of the major constituents in Melinta’s Chapter 11 cases, following extensive negotiations among them to achieve consensus concerning the framework for Melinta’s sale process.
Under the Bidding Procedures Order, all bids to acquire the Company’s assets or reorganized common stock are due to Jefferies, LLC, and Company (and certain other parties) on or before March 2, 2020 at 4:00 p.m. Eastern Time. The Bidding Procedures Order sets forth various criteria that must be satisfied for a bidder and bid to be qualified and, among other things, sets forth procedures pursuant to which Melinta may select the highest and best bid. If multiple competing bids are received by the bid deadline, the Company will conduct an auction on March 6, 2020 at 9:00 a.m. Eastern Time to determine the highest or otherwise best bid. A hearing before the Court to consider approval of any sale is scheduled for March 13, 2020 at 9:30 a.m. Eastern Time.
Melinta previously announced that it had initiated voluntary proceedings in the Court to address its debt and other obligations, as well as to facilitate the Company’s Restructuring Support Agreement (the “Agreement”) with Deerfield Private Design Fund III, L.P. and Deerfield Private Design Fund IV, L.P., the lenders under its senior credit facility (“Deerfield”). Under the Agreement, absent a higher and better bid, Deerfield would acquire the Company as a going concern by exchanging $140 million of secured claims arising under its senior credit facility for 100 percent of the equity to be issued by the reorganized Company pursuant to a pre-negotiated chapter 11 plan of reorganization. In addition, pursuant to a settlement negotiated among the Company and major case constituents, and subject to various conditions set forth therein, on the effective date of a chapter 11 plan implementing the Deerfield transaction, $3.5 million will be contributed to a trust for the benefit of general unsecured creditors of the Company. Existing equity interests in the Company would be cancelled upon the effective date of a chapter 11 plan implementing the Deerfield transaction, and holders would receive no recovery. The Bidding Procedures Order establishes procedures and a timeline for interested parties to propose higher or otherwise better alternatives to the acquisition proposal set forth in the Agreement.
Since filing for Chapter 11, the Company has continued to operate its business in the normal course with no disruption to product supply, distribution, promotion, or support of the Company’s antibiotic portfolio. The process outlined in the Bidding Procedures Order poises the Company to emerge as a going concern under new ownership and on a financially sound footing as soon as late first quarter or early second quarter, 2020, thereby ensuring the continued availability of the Company’s products to patients.
Melinta’s legal advisors are Skadden, Arps, Slate, Meagher & Flom LLP and McDermott, Will & Emory. Portage Point Partners, LLC have been retained as the Company’s financial advisors and Jefferies, LLC serves as the Company’s investment bank to review financial and strategic alternatives with the goal of maximizing stakeholder value.
Additional information about this process, including a copy of the Bidding Procedures Order and other documents related to the restructuring and reorganization proceedings, is available through Melinta’s claims agent Kurtzman Carson Consultants LLC at www.kccllc/Melinta.
About Melinta Therapeutics
Melinta Therapeutics, Inc. is the largest pure-play antibiotics company, dedicated to saving lives threatened by the global public health crisis of bacterial infections through the development and commercialization of novel antibiotics that provide new therapeutic solutions. Its four marketed products include Baxdela® (delafloxacin), Vabomere® (meropenem and vaborbactam), Orbactiv® (oritavancin), and Minocin® (minocycline) for Injection. This portfolio provides Melinta with the unique ability to provide providers and patients with a range of solutions that can meet the tremendous need for novel antibiotics treating serious infections. Visit www.melinta for more information.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this communication constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act and are usually identified by the use of words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “seeks,” “should,” “will,” and variations of such words or similar expressions, including statements related to guidance. The Company intends these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act and are making this statement for purposes of complying with those safe harbor provisions. These forward-looking statements reflect the Company’s current views about its plans, intentions, expectations, strategies and prospects, which are based on the information currently available to it and on assumptions it has made and include statements regarding: the timing, receipt and terms of bids, if any, for the Company in connection with the Company’s sale process and the Bidding Procedures Order; the Company’s ability comply with the Bidding Procedures Order; the terms of and the ability to consummate the transactions contemplated by the pre-negotiated chapter 11 plan of reorganization, including the Agreement; any anticipated recovery of creditors; the expected treatment of the equity of the Company, including no expected recovery of existing equity; the timing and ability of the Company to emerge from the chapter 11 proceedings as a going concern; expectations with respect to the Company’s liquidity, financial performance, cash position and operations including the adequacy of the capital resources of the Company’s businesses; the continued availability of the Company’s products and the Company’s ability to continue to serve its customers; and the Company’s strategy, including the Company’s ability to execute on its strategic plan to pursue, evaluate and close an acquisition pursuant to a plan of reorganization or asset sale; the Company’s long-term outlook and any statements or assumptions underlying any of the foregoing. Although the Company believes that its plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, the Company can give no assurance that the plans, intentions, expectations, strategies or prospects will be attained or achieved. Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond the Company’s control.
Risks and uncertainties for the Company include, but are not limited to, the decisions of the Court; negotiations with the Company’s debtholders, the Company’s creditors and the official committee of unsecured creditors and any other committee appointed in the Chapter 11 cases; risks and uncertainties associated with Chapter 11 proceedings; the negative impacts on the Company’s businesses as a result of filing for and operating under Chapter 11 protection; the Company’s ability to meet the requirements, and compliance with the terms, including restrictive covenants, of the Restructuring Support Agreement and any settlement or other arrangement while in Chapter 11 proceedings and risks associated with such compliance; negotiations with Deerfield and/or third-party bidders on a potential acquisition pursuant to a plan of reorganization or asset sale; the unpredictability of the Company’s financial results while in Chapter 11 proceedings; the Company’s ability to discharge claims in Chapter 11 proceedings; changes in the Company’s cash needs as compared to its historical operations or its planned reductions in operating expense; adverse litigation; changes in domestic and international demand for the Company’s products; the Company’s ability to control operating costs and other expenses, including during Chapter 11 proceedings; the risk that the Company’s Chapter 11 Cases may be converted to cases under Chapter 7 of the Bankruptcy Code; the Company’s ability to secure operating capital; the Company’s ability to take advantage of opportunities to acquire assets with upside potential; the Company’s ability to conduct business as usual in the United States and worldwide; that general economic conditions may be worse than expected; that competition may increase significantly; changes in laws or government regulations or policies affecting the Company’s current business operation. Many of these factors that will determine actual results are beyond the Company’s ability to control or predict.
Other risks and uncertainties are more fully described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, its Definitive Proxy Statement filed April 30, 2019, its Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2019, June 30, 2019, and September 30, 2019, and in other filings that the Company makes and will make with the SEC. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The statements made in this press release speak only as of the date stated herein, and subsequent events and developments may cause the Company’s expectations and beliefs to change. While the Company may elect to update these forward-looking statements publicly at some point in the future, the Company specifically disclaims any obligation to do so, whether as a result of new information, future events or otherwise, except as required by law. These forward-looking statements should not be relied upon as representing the Company’s views as of any date after the date stated herein.
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