ADVENTRX inks deal to acquire SynthRx in milestone-dependent all stock transaction

San Diego, USA-based ADVENTRX Pharmaceuticals (NYSE Amex: ANX) has entered into a definitive agreement to acquire privately-held biotech firm SynthRx, a company developing a purified form of a rheologic and antithrombotic agent, poloxamer 188 (188).

Under the terms of the all-stock transaction, SynthRx would become a wholly-owned subsidiary of ADVENTRX in exchange for shares of the latter’s common stock representing, in the aggregate, an approximately 4% ownership stake in ADVENTRX. SynthRx stakeholders would also be entitled to receive additional shares of common stock upon successful achievement of development milestones consisting of dosing the first patient in a Phase III clinical study, acceptance by the US Food and Drug Administration of a New Drug Application and approval by the FDA of an NDA.

If all milestones are achieved without reduction, the number of shares issued in connection with the acquisition would, in the aggregate, represent an approximately 40% ownership stake in ADVENTRX (based on currently outstanding shares plus shares issued in connection with the acquisition). Of the total number of shares issuable, more than 75% are based on NDA acceptance and approval.