WALTHAM, Mass. & SAN DIEGO--(BUSINESS WIRE)--
Cerulean Pharma Inc. (NASDAQ:CERU) and Daré Bioscience Operations, Inc.
(formerly Daré Bioscience, Inc.) today announced the closing of the
transactions contemplated by the stock purchase agreement entered into
by the companies on March 19, 2017. As a result of these transactions,
(i) the former holders of Daré equity securities now hold approximately
51% of Cerulean capital stock (calculated based on the stock purchase
agreement), (ii) Daré Bioscience Operations, Inc. has become a
wholly-owned subsidiary of Cerulean, (iii) Cerulean is changing its name
to "Daré Bioscience, Inc.," effective as of Thursday, July 20, 2017, and
(iv) a one-for-ten reverse stock split of the combined company's common
stock will be effected on Thursday, July 20, 2017. The issuance of the
shares of common stock to the former holders of Daré equity securities
pursuant to the transaction was approved by the holders of more than 96%
of the shares of Cerulean common stock present at the Special Meeting of
Stockholders of Cerulean held today.
As a result of the reverse stock split, every ten shares of Cerulean's
common stock issued and outstanding prior to the opening of trading on
Thursday, July 20, 2017 will be consolidated into one issued and
outstanding share, with no change in the nominal par value per share of
$0.0001. No fractional shares will be issued as a result of the reverse
stock split. Stockholders who otherwise would be entitled to receive a
fractional share in connection with the reverse stock split will receive
a cash payment in lieu thereof. The shares underlying all outstanding
options and warrants, including those assumed in connection with the
transaction with Daré, will also be adjusted accordingly.
Beginning on July 20, 2017, the common stock of the combined company
will continue trading on the NASDAQ Capital Market, but, will reflect
the new name "Daré Bioscience, Inc.", the new stock symbol "DARE" and
the new number of split adjusted shares. There will be approximately
6,047,200 shares of Daré common stock issued and outstanding after the
split. The common stock will also trade under a new CUSIP number, 23666P
101.
For more information regarding Cerulean's reverse stock split, please
refer to the definitive proxy statement on Schedule 14A filed by
Cerulean with the Securities and Exchange Commission on June 19, 2017.
About Daré Bioscience (the combined company)
Daré Bioscience is a healthcare company committed to the development and
commercialization of innovative products in women's reproductive health.
Daré believes there is an unmet need in the United States, in other
developed countries, and in developing countries, for innovative product
candidates that expand options, improve outcomes and are easy to use.
Product development in women's reproductive health is fragmented
creating a potential opportunity for Daré. Daré's goal is to fill the
gap by taking products from innovation through development and believes
its management team is well-suited to ensure Daré's current and
potential future product candidates and products advance and one day
become commercially available. Daré's founders, including its executive
management team, bring experience in global women's healthcare as well
as success in prior ventures in funding, achieving regulatory approvals,
partnering, and launching a number of products, including devices,
therapeutics and diagnostics.
For more information on Daré, please visit www.darebioscience.com
View source version on businesswire.com: http://www.businesswire.com/news/home/20170719005938/en/
Daré Bioscience, Inc.
Sabrina
Martucci Johnson, 858-769-9145
innovations@darebioscience.com
Source: Cerulean Pharma Inc.
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