Vical Incorporated (NASDAQ:VICL) and Brickell Biotech, Inc. disclosed a merger agreement in all-stock deal.
Under the deal, the Boulder, Colorado-based Brickell would merge with a wholly-owned subsidiary of the San Diego-headquartered Vical in an all-stock transaction.
The merger would create a pharmaceutical company focused on developing novel and differentiated prescription therapies addressing unmet patient needs in hyperhidrosis, cutaneous T-cell lymphoma, psoriasis, and other debilitating dermatologic disorders.
Brickell’s lead pipeline asset, sofpironium bromide, is a pivotal Phase 3-ready topical soft anticholinergic intended for axillary hyperhidrosis.
Upon closing of the transaction, the combined company would operate under the name, Brickell Biotech, Inc. and trade on the NASDAQ Capital Market under a new ticker symbol still to be determined.
Under the terms of the Merger, it is anticipated that existing Vical stockholders will own 40% of the combined company and Brickell stockholders will own 60% of the combined company, in each case upon completion of the Merger and subject to assumptions regarding the calculation of the fully diluted shares of the parties.
The ownership split is based on a $60-million valuation for Brickell and a $40-million valuation for Vical, a premium to the 30-day volume weighted average share price of Vical.
Said CEO Vijay B. Samant, "We believe that Brickell’s lead compound, sofpironium bromide, based upon all of the clinical data generated to-date, has the potential to be a best-in-class treatment for axillary hyperhidrosis."
Vical shares backtracked 8.5 cents, or 7.4%, to $1.06