Cerulean Pharma Inc (NASDAQ:CERU)

Cerulean Pharma Inc (NASDAQ:CERU) And Dare Biosciences Complete Merger

Cerulean Pharma Inc (NASDAQ:CERU)

Dare Biosciences has become a wholly owned subsidiary of Cerulean Pharma Inc. (NASDAQ:CERU) after the closing of a stock purchase agreement agreed between the two companies in March. Investors reacted to the news sending the stock up by 3.98% to close the day at $0.66 a share.

Combined Company Mission

The combined company is to focus on the development and commercialization of innovative products for women’s reproductive health. Cerulean Pharma Inc (NASDAQ:CERU)’s goal is to fill the gap in the niche market by taking products from innovation through development.

Dare Biosciences is backed by a team of experienced management executives with global experience in women’s healthcare. Ovaprene becomes the combined company’s lead candidate drug designed to address the $19 billion global contraception market. The non-hormonal intravaginal ring is designed to provide protection over multiple weeks.

“We are thrilled to have the opportunity to grow our business as a public company. Women’s reproductive health encompasses a broad spectrum of categories, many of which have unmet needs. Daré is committed to developing a portfolio that expands options, improves outcomes, and enhances safety for women,” said Sabrina Martucci Johnson Dare Biosciences CEO.

Stock Purchase Agreement

Dare Biosciences and Cerulean Pharma Inc. (NASDAQ:CERU) entered into a stock purchase agreement as part of a merger agreement in March. Cerulean agreed to divest some of its assets as part of an effort that sought to raise money to help fund the combined company’s operations. The company raised $1.5 million from the sale of its clinical product candidates CRLX 101 and CRLX301 to Blue Link Pharmaceuticals.

Under the terms of the agreement, holders of Dare equity now hold 51% of the parent company capital stock. Cerulean Pharma Inc (NASDAQ:CERU) is also to change its name to Dare Biosciences effective July 20, 2017. The company will continue to trade on the NASDAQ but under the new name and stock symbol “DARE”.

A 1:10 reverse stock-split of the combined company’s stock is also to be effected. The reverse stock-split will result in the consolidation of every ten shares of Cerulean Pharma Inc. (NASDAQ:CERU)’s stock issued for one issued and outstanding shares. No fractional shares are to be issued. The total number of shares issued and outstanding after the split will be approximately 6,047,200.

I have no positions in any of the stocks mentioned, and have no plans to initiate any positions within the next 72 hours. All information, including any data, is provided without any guarantees of accuracy.

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About the author: Steve Clark is a 23-year Wall St professional with stints in M&A, risk management, and algorithm trading. Steve keeps his head in the game by looking for, and writing about, small companies that often get overlooked by the big investment firms.

Cerulean Pharma Inc (NASDAQ:CERU)

Cerulean Pharma Inc (NASDAQ:CERU) Explodes On Dare Bioscience Merger Push

Cerulean Pharma Inc (NASDAQ:CERU)

Shares of Cerulean Pharma Inc (NASDAQ:CERU) more than doubled in market value after Dare Bioscience Chief Executive Officer Sabrina Martucci Johnson requested that shareholders approve a proposed merger. The stock was up by 143.69% in Wednesday’s trading session to end the day at $1.13 a share.

Cerulean Pharma Inc (NASDAQ:CERU) has also sought to accelerate the merger push by asking its shareholders to approve a sale of its dynamics Tumor Targeting Platform technology pursuant to a Novartis Asset Purchase Agreement. The company also wants shareholders to approve a reverse stock split at a ratio ranging from 10:1 to 20:1.

Cerulean Pharma Inc (NASDAQ:CERU) is a clinical stage company that specializes in the development of therapies in areas of oncology and other diseases. The company is currently working with Novartis Institute for Biomedical Research to develop nanoparticle-drug conjugates. Dare Bioscience bills itself as a healthcare company focused on developing and commercializing products for women’s reproductive health. Ovaprene, a novel non-hormonal contraceptive, will become the combined company’s lead candidate drug. The drug seeks to address an unmet need in the $19 billion a year contraception market.

Merger Agreement

On March 19, 2017, Cerulean Pharma Inc (NASDAQ:CERU) entered into a definitive agreement for the purchase Dare Biosciences issued and outstanding capital stock. The fate of the proposed merger rests in the hands of shareholders who are set to vote on the management proposal at the upcoming special meeting on July 19, 2017.

“As the founder and CEO of Dare Bioscience, Inc. (“Dare”), I am excited by the prospect of Dare combining with Cerulean Pharma Inc. (“Cerulean”). [..]. We believe a segment of this market is underserved, which gives us an opportunity to create value for stockholders,” said Mr. Johnson.

Cerulean Pharma Inc (NASDAQ:CERU) shareholders will own between 30% and 49% of the combined company upon the deal closing. The combined company will operate under the name Dare Bioscience Inc. under the leadership of Mr. Johnson as the CEO and Lisa Walters-Hoffert as the Chief Financial Officer. The board of directors will consist of William H. Rastetter, Susan L. Kelley, Roger L. Hawley, Robin J. Steele and Sabrina Martucci Johnson

I have no positions in any of the stocks mentioned, and have no plans to initiate any positions within the next 72 hours. All information, including any data, is provided without any guarantees of accuracy.

Don’t miss out! Stay informed on $CERU and receive breaking news on other hot stocks by signing up for our free newsletter!

About the author: James Marion is a University of Houston student studying Business with a concentration in Finance. James has interned with several investment professionals and hopes to pursue a career as a professional stock analyst after graduation.

New Age Beverages Corp (NASDAQ:NBEV)

Has Cerulean Pharma Inc. (NASDAQ:CERU) Found Its Strategic Alternative?

Cerulean Pharma Inc. (NASDAQ:CERU)

Cerulean Pharma Inc. (NASDAQ:CERU) shares are up over 45% on heavy volume. CERU shares closed at $1.52 on Friday but opened at $1.99 and reached $2.65 before pulling back. While the average daily volume is 1.45 million, CERU shares have traded hands over 15 million times into just the first hour of trading. Extensive research reveals no news has been released on Cerulean Pharma Inc. (NASDAQ:CERU) that could account for the price and volumes increase.

On February 1, 2017 the Board of Directors of Cerulean Pharma Inc. (NASDAQ:CERU) announced that they were seeking “potential alternatives such as the sale of the company, a merger, a business combination, a strategic investment into the company, or a sale, license or disposition of assets of the company.” Such a move would be taken with the aim of increasing shareholder value.

When news of the Board’s decision hit the newswires, traders and investors gapped the shares up. CERU closed at $1.30 that day up from the $0.93 previous close. Could it be that Cerulean Pharma Inc. (NASDAQ:CERU) has found an avenue to a merger or an interested funder? Either event could be a possible avenue to increase shareholder value.

Pre-market trading was heavy for CERU and most of the action was in 100 or 200 lots but there was one trade at 9:29 for 16,585 shares. It is possible that the action was taken by a company insider. In early January, there were three listed trades of more than 14,000 CERU shares by Directors of Cerulean Pharma Inc. (NASDAQ:CERU). The trades were listed as being awarded to the Directors at a share price of $0.77. The CERU lot sizes were 14,935, 24,350, and 16,234. Traders should be on the lookout for any news release confirming any future confirmation of a merger, sale, licensing, or funding.

3/13/2017
Ticker Symbol CERU
Last Price a/o 10:21 AM EST  $                      2.16
Average Volume                1,450,000
Market Cap (mlns)  $                    41.62
Sales (mlns) $0.00
Shares Outstanding (mlns) 27.38
Share Float (mlns) 27.02
Shortable Yes
Optionable No
Inside Ownership 1.30%
Short Float 5.61%
Short Interest Ratio 1.04
Quarterly Return 87.65%
YTD Return 114.63%
Year Return -29.95%

I have no positions in any stocks mentioned, and no plans to initiate any positions within the next 96 hours. All information, or data, is provided with no guarantees of accuracy. 

About the author: Marc has a degree in economics and a MSc. in Finance. Over his 20-year career, Marc has worked for global investment firms in Europe and the United States as an analyst, fund manager, and consultant.