Gurnet Point Capital Limited and Novo Holdings A/S entered into a definitive agreement to acquire Paratek Pharmaceuticals, Inc. for approximately $130 million.
The transaction, which the Paratek Board of Directors has unanimously approved and is still subject to customary closing conditions, including approval by Paratek shareholders, the expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and receipt of regulatory approvals. Paratek Board formed a transaction committee consisting solely of independent and disinterested directors of the Company Board for evaluation of business combination transaction. The transaction is expected to close in the third quarter of 2023.
Moelis & Company LLC acted as the exclusive financial advisor to Paratek Pharmaceuticals, and Chris Comeau, Tara Fisher, Jennifer Rikoski, Scott Pinarchick, Andrea Hwang, Ama Adams, Martin Crisp, Tom Danielski and Emerson Siegle of Ropes & Gray LLP is serving as legal advisor. Lazard acted as the exclusive financial advisor to Gurnet Point Capital, and Leah Sauter, Chris Hazuka, Matthew Conway, Marissa Boynton, Reza Mojtabaee-Zamani, Katharine Moir, Haim Zaltzman, Jennifer Kent, Patrick English, Ruchi Gill, Wesley Lepla and Peter Handrinos of Latham & Watkins LLP is serving as legal advisor. Matt M. Mauney, Kirkie Maswoswe, Dianna Y. Lee, Janet Andolina and Kyle Pine of Goodwin Procter LLP is serving as legal advisor to Novo Holdings A/S. Sullivan & Cromwell LLP served as legal counsel to Oaktree. Paratek agr eed to pay Moelis certain fees for its services in connection with the Merger, comprised of an opinion fee of $1 million, which became payable upon Moelisâ informing Paratek that it was prepared to deliver its opinion on June 6, 2023 and which shall be offset against the transaction fee referred to below, and (ii) a transaction fee, which shall become payable upon consummation of the Merger. The transaction fee is calculated by reference to the fully diluted enterprise value of Paratek implied by the Merger and is currently estimated to be [approximately $9.4 million]. American Stock Transfer & Trust Company, LLC acted as Paratekâs transfer agent. Paratek engaged Morrow Sodali LLC to assist in the solicitation of proxies for the Special Meeting, for a fee of approximately $15,000. Moelis & Company LLC acted as due dilience provider to Paratek.