Alliqua BioMedical Declares Contingent Special Dividend of $1.05 per Share and Announces Record Date for the Contingent Speci...
April 11 2019 - 3:49PM
Alliqua BioMedical, Inc. (Nasdaq: ALQA) announced today that its
Board of Directors has declared a special cash dividend of $1.05
for each share of common stock outstanding as of the close of
business on April 22, 2019 (the “Record Date”), subject to the
conditions described below (the “Special Dividend”). Alliqua
also announced that its Board of Directors has set the Record Date
as the record date for determining stockholders entitled to receive
shares of AquaMed Technologies, Inc. (“AquaMed”), which is
currently a wholly-owned subsidiary of Alliqua that develops,
manufactures and markets high water content, electron beam
cross-linked aqueous polymer sheet hydrogel products into a new,
publicly traded company, in connection with Alliqua’s spin-off of
AquaMed (the “Distribution”).
The payment of the Special Dividend is subject
to the consummation of Alliqua’s previously announced merger
transaction with Adynxx, Inc. (the “Adynxx Merger”), a privately
held biopharmaceutical company (the “Special Dividend
Condition”). In addition, the Distribution is subject to the
satisfaction of all conditions to closing of the previously
announced merger transaction (the “TOP Merger”) between AquaMed and
TO Pharmaceuticals, LLC (“TOP”) and the substantially simultaneous
consummation of the TOP Merger (the “Distribution Condition”).
It is currently expected that the payment date
for the Special Dividend and the distribution date for the
Distribution will be as soon as practicable after satisfaction of
the Special Dividend Condition and the Distribution Condition, as
applicable, and in each case, no later than June 21, 2019.
The payment of the Special Dividend and
Distribution will be at the sole discretion of Alliqua’s Board of
Directors, subject to the satisfaction of the conditions described
above and based on the consideration of various factors, including
Alliqua’s operating results, financial condition, and anticipated
capital requirements.
About Alliqua BioMedical, Inc.
Alliqua, through its AquaMed subsidiary, can provide a custom
manufacturing solution to partners in the medical device;
cosmetics; and OTC industry, utilizing its proprietary hydrogel
technology. Alliqua's electron beam production process, located at
its 16,500 square foot GMP manufacturing facility in Langhorne, PA,
allows Alliqua to custom manufacture a wide variety of hydrogels.
Alliqua's hydrogels can be customized for various transdermal
applications to address market opportunities in the treatment of
wounds as well as the delivery of numerous drugs or other agents
for pharmaceutical and cosmetic industries.
About Adynxx, Inc.
Adynxx is a clinical stage biopharmaceutical company focused on
bringing to market novel, disease-modifying products for the
treatment of pain and inflammation. Adynxx’s pipeline includes
brivoligide, a Phase 2 drug candidate intended to address
postoperative pain in a readily-identified group of patients with a
greater risk of experiencing increased pain and elevated opioid use
following surgery, and AYX2, a pre-clinical candidate intended to
treat chronic syndromes of pain, including both inflammatory and
neuropathic pain. Both programs were discovered by Adynxx and are
part of the AYX transcription factor decoy technology platform, and
brivoligide development is supported with a $5.7M grant award from
the National Institute on Drug Abuse.
Forward Looking Statements
Statements in this press release that are not a description of
historical fact are forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by the use of words
referencing future events or circumstances such as “expect,”
“intend,” “plan,” “anticipate,” “believe,” and “will,” among
others. Such statements include, but are not limited to, statements
regarding the Special Dividend and Distribution, including their
Record Date and payment date, statements regarding the structure,
timing and completion of the proposed transactions with Adynxx,
Inc. and TOP, and statements regarding the intention to separate
Alliqua and AquaMed and expected benefits to be realized as a
result of the separation. There is no assurance as to the timing of
the separation of AquaMed and the substantially simultaneous
consummation of the merger with TPO or whether such transactions
will be completed at all. These statements represent
Alliqua’s intentions, plans, expectations and beliefs, and no
assurance can be given that the results described in such
statements will be achieved. Alliqua, Adynxx, Inc. and/or TOP
may not actually achieve the proposed spin-off, Adynxx Merger
and/or and TOP Merger, or any plans or product development goals,
in a timely manner, if at all, or otherwise carry out the
intentions or meet the expectations or projections disclosed in our
forward-looking statements, and you should not place undue reliance
on these forward-looking statements. Because such statements are
subject to risks and uncertainties, actual results may differ
materially from those expressed or implied by such forward-looking
statements. These forward-looking statements are based upon
Alliqua's current expectations and involve assumptions that may
never materialize or may prove to be incorrect. Risks and
uncertainties facing Alliqua are described more fully in Alliqua's
periodic reports filed with the SEC available at www.sec.gov. You
are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date on which they were
made. Alliqua undertakes no obligation to update such statements to
reflect events that occur or circumstances that exist after the
date on which they were made, except as may be required by law.
Alliqua BioMedical, Inc.ir@alliqua.com
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