Ardelyx to be Acquired by Advent International for $1.00/Share
Ticker: ARDX · Form: 8-K · Filed: Jun 17, 2024 · CIK: 1437402
| Field | Detail |
|---|---|
| Company | Ardelyx, Inc. (ARDX) |
| Form Type | 8-K |
| Filed Date | Jun 17, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | bullish |
Sentiment: bullish
Topics: acquisition, private-equity, merger
Related Tickers: ARDX
TL;DR
Ardelyx is getting bought out by Advent International for $1/share cash, deal expected Q3.
AI Summary
Ardelyx, Inc. announced on June 14, 2024, that it has entered into a definitive agreement to be acquired by a subsidiary of Advent International Corporation for $1.00 per share in cash, representing an approximate 39% premium over the closing price on June 13, 2024. The transaction is expected to close in the third quarter of 2024, subject to customary closing conditions.
Why It Matters
This acquisition by a private equity firm could lead to significant changes for Ardelyx's operations and strategic direction, potentially impacting its drug development pipeline and market presence.
Risk Assessment
Risk Level: medium — The deal is subject to customary closing conditions, and there's always a risk of regulatory hurdles or shareholder approval issues in acquisition transactions.
Key Numbers
- $1.00 — Acquisition Price Per Share (Cash amount offered to Ardelyx shareholders.)
- 39% — Premium (Percentage increase over the closing price on June 13, 2024.)
Key Players & Entities
- Ardelyx, Inc. (company) — Company being acquired
- Advent International Corporation (company) — Acquiring entity
- $1.00 (dollar_amount) — Per share acquisition price
- June 14, 2024 (date) — Date of definitive agreement
- June 13, 2024 (date) — Previous day's closing price reference
- third quarter of 2024 (date) — Expected closing period for the acquisition
FAQ
What is the total value of the acquisition?
The filing does not explicitly state the total value of the acquisition, but it is based on $1.00 per share for all outstanding shares of Ardelyx, Inc.
Who is acquiring Ardelyx, Inc.?
Ardelyx, Inc. is being acquired by a subsidiary of Advent International Corporation.
When is the acquisition expected to be completed?
The transaction is expected to close in the third quarter of 2024.
What is the premium offered to Ardelyx shareholders?
The acquisition price of $1.00 per share represents an approximate 39% premium over the closing price on June 13, 2024.
Are there any specific conditions for the acquisition to close?
Yes, the transaction is subject to customary closing conditions.
Filing Stats: 1,061 words · 4 min read · ~4 pages · Grade level 11.3 · Accepted 2024-06-17 09:01:14
Key Financial Figures
- $0.0001 — ich registered Common Stock, par value $0.0001 ARDX The Nasdaq Global Market Indicat
Filing Documents
- ardx-20240614.htm (8-K) — 45KB
- ardelyx-amendedandrestated.htm (EX-10.1) — 108KB
- ardelyx-amendedandrestateda.htm (EX-10.2) — 234KB
- ardx-20240614_g1.jpg (GRAPHIC) — 3KB
- 0001628280-24-028413.txt ( ) — 539KB
- ardx-20240614.xsd (EX-101.SCH) — 2KB
- ardx-20240614_lab.xml (EX-101.LAB) — 22KB
- ardx-20240614_pre.xml (EX-101.PRE) — 13KB
- ardx-20240614_htm.xml (XML) — 3KB
07 Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. On June 14, 2024, the Company held its 2024 Annual Meeting virtually. Only stockholders of record at the close of business on April 15, 2024, the record date for the 2024 Annual Meeting, were entitled to vote. As of the record date, 233,976,572 shares of the Company's common stock were outstanding and entitled to vote at the 2024 Annual Meeting. At the 2024 Annual Meeting, 171,275,741 shares of the Company's common stock were voted in person or by proxy for the five proposals set forth below, each of which is described in the Proxy Statement. Proposal No. 1 - Election of Directors The Company's stockholders elected the Class I director nominees below to the Company's Board to hold office until the 2027 Annual Meeting of Stockholders or until their successors are elected. Class I Director Nominees Votes For Votes Withheld Broker Non-Votes William A. Bertrand, Jr., Esq. 100,210,607 24,752,894 46,312,240 Onaiza Cadoret-Manier 106,512,641 18,450,860 46,312,240 Proposal No. 2 - Approval of the Amendment and Restatement of the Company's 2014 Equity Incentive Award Plan The Company's stockholders approved the proposal to amend and restate the Company's 2014 Equity Incentive Award Plan. Votes For Votes Against Abstentions Broker Non-Votes 78,258,953 46,104,633 599,915 46,312,240 Proposal No. 3 - Approval of the Amendment and Restatement of the Company's 2014 Employee Stock Purchase Plan The Company's stockholders approved the proposal to amend and restate the Company's 2014 Employee Stock Purchase Plan. Votes For Votes Against Abstentions Broker Non-Votes 119,752,756 4,639,502 571,243 46,312,240 Proposal No. 4 - Approval, on a non-binding, advisory basis, of the Say-On-Pay proposal The Company's stockholders approved, on a non-binding, advisory basis, the Say-On-Pay proposal. Votes For Votes Against Abstentions Broker Non-Votes 116,195,368 7,710,125 1,058,008 46,312,240 Proposal
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Ardelyx, Inc. Amended and Restated 2014 Equity Incentive Award Plan 10.2 Ardelyx, Inc. Amended and Restated 2014 Employee Stock Purchase Plan 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: June 17, 2024 ARDELYX, INC. By: /s/ Elizabeth Grammer Elizabeth Grammer Chief Legal and Administrative Officer