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MannKind Corporation disclosed a proposed transaction to acquire scPharmaceuticals through an Agreement and Plan of Merger and related tender offer documents. The deal contemplates contingent value rights (CVRs) with two milestone pools: Milestone 1 tied to delivery of SCP-111 via an autoinjector or West Pharma delivery system paying between $0.25 and $0.75 per CVR depending on achievement dates through June 30, 2027; Milestone 2 tied to 12‑month trailing worldwide net sales with up to $0.25 per CVR if $120.0 million in sales are achieved, and pro rata payments between $110.0 million and $120.0 million. The filing references an Amendment No.1 to a Loan Agreement to fund the transaction, a Form of Tender and Support Agreement, a press release and investor presentation as exhibits. The filing contains extensive forward‑looking statements about product launches, regulatory filings (including a planned supplemental NDA submission timing), clinical trials, commercialization strategy and risks, and lists conditions, representations, covenants, and termination rights governing the offer and merger.
MannKind Corporation, through a wholly owned merger subsidiary, will commence a tender offer to acquire all outstanding shares of scPharmaceuticals for $5.35 cash per share plus one non-tradeable contingent value right (CVR) that can pay up to an additional $1.00 per CVR based on two milestone tests. If the Offer is successful and conditions are met, Purchaser will merge into scPharmaceuticals, leaving scPharmaceuticals as a direct wholly owned subsidiary of MannKind.
The CVR pays up to $0.75, $0.50, or $0.25 per CVR for FDA approval timing of an injection product tied to SCP-111, and additional sales-based payments of up to $0.25 per CVR tied to $110.0–$120.0 million of trailing 12-month worldwide net sales. Principal stockholders holding approximately 11.5% of scPharmaceuticals have agreed to tender and support the transaction. Lenders led by Blackstone agreed to an amendment providing an additional $175.0 million incremental delayed-draw term loan to finance transaction costs, and Parent must repay and buy out Target’s Perceptive obligations estimated at $81.0 million on closing.
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