ranscept Pharmaceuticals, Inc. Completes Merger with Novacea, Inc.
SOUTH SAN FRANCISCO, Calif. and PT. RICHMOND, Calif., Feb. 2 /PRNewswire-FirstCall/ -- Transcept Pharmaceuticals, Inc. (Nasdaq: TSPT) today announced the completion of its merger with Novacea, Inc. Upon the closing of the merger transaction, Novacea changed its name to "Transcept Pharmaceuticals, Inc." and its NASDAQ ticker symbol to "TSPT." Transcept is expected to begin trading today on the NASDAQ Global Market under the new symbol. The merger creates a late-stage, publicly traded specialty pharmaceutical company focused on the development and commercialization of proprietary products that address important therapeutic needs in the fields of psychiatry and sleep medicine.
At the special meeting of Novacea stockholders held on January 27, 2009, shareholders approved all of the merger-related proposals, including: (i) the issuance of shares of Novacea common stock and resulting change in control of Novacea such that Transcept stockholders own approximately 60% of Novacea common stock on a fully-diluted basis, (ii) effecting a one-for-five reverse stock split of Novacea common stock, and (iii) changing the name "Novacea, Inc." to "Transcept Pharmaceuticals, Inc." After the merger and reverse stock split, the total number of shares outstanding will be approximately 13.1 million shares.
For the year ended December 31, 2008, Transcept currently estimates a net loss between $19 and $22 million. Transcept also estimates that the pro forma combined cash, cash equivalents and marketable securities of Transcept and Novacea at December 31, 2008 were approximately $96 million. Shortly after the close, Transcept expects to pay off its outstanding obligations to Hercules Technology Growth Capital in the approximate amount of $2.8 million, and to also pay financial advisory fees of approximately $2.5 million.