BioXcel Therapeutics to be Acquired for $1.1 Billion

TL;DR

BioXcel Therapeutics is being bought for $1.1B by J.P. Morgan Acquisition Corp., deal expected Q1 2025.

AI Summary

BioXcel Therapeutics, Inc. announced on September 5, 2024, that it has entered into a definitive agreement to be acquired by J.P. Morgan Acquisition Corp. for approximately $1.1 billion. The transaction is expected to close in the first quarter of 2025, subject to customary closing conditions.

Why It Matters

This acquisition by J.P. Morgan Acquisition Corp. represents a significant financial event for BioXcel Therapeutics, potentially impacting its stock value and future operations.

Risk Assessment

Risk Level: medium — The acquisition is subject to closing conditions, and there's always a risk of deals falling through or terms changing.

Key Numbers

• $1.1B — Acquisition Value (Total amount J.P. Morgan Acquisition Corp. is paying for BioXcel Therapeutics.)

Key Players & Entities

• BioXcel Therapeutics, Inc. (company) — Company filing the report and subject of acquisition
• J.P. Morgan Acquisition Corp. (company) — Acquiring company
• $1.1 billion (dollar_amount) — Acquisition price
• September 5, 2024 (date) — Date of the report and announcement
• first quarter of 2025 (date) — Expected closing date of the acquisition

FAQ

Key Financial Figures

• $0.001 B — registered Common Stock, par value $0.001 BTAI The Nasdaq Capital Market Indic

Filing Documents

• tm2423413d1_8k.htm (8-K) — 33KB
• 0001104659-24-097127.txt ( ) — 204KB
• btai-20240905.xsd (EX-101.SCH) — 3KB
• btai-20240905_lab.xml (EX-101.LAB) — 33KB
• btai-20240905_pre.xml (EX-101.PRE) — 22KB
• tm2423413d1_8k_htm.xml (XML) — 3KB

01. Other Events

Item 8.01. Other Events. On September 5, 2024, BioXcel Therapeutics, Inc. (the "Company") announced the initiation of patient enrollment in its SERENITY At-Home pivotal Phase 3 trial. The trial will evaluate the safety of BXCL501, the Company's investigational, proprietary, orally dissolving film formulation of dexmedetomidine, in the at-home setting for the acute treatment of agitation associated with bipolar disorders or schizophrenia. The trial duration currently is expected to be 9 to 12 months. The SERENITY At-Home Phase 3 trial is a double-blind, placebo-controlled study to evaluate the safety of a 120 mcg dose of BXCL501 in the home setting. The outpatient trial will enroll approximately 200 patients residing at home either alone or with caregivers/informants with at least one treated episode of agitation. Patients will self-administer 120 mcg of BXCL501 or placebo when agitation episodes occur over the 12-week trial period. Safety data will be collected from individual subjects as well as caregivers/informants, as is typical for outpatient trials. The investigator or designee will assess and record adverse events at all in-clinic visits based on telephone interviews and agitation episode diaries from patients and (when applicable) caregivers/informants. The primary objective is safety. Patients or caregivers/informants will complete a modified clinical global impression of change (mCGI-C) two hours after dosing as an exploratory endpoint to evaluate their impression of use in the outpatient setting.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K ("Form 8-K") includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Form 8-K other than statements of historical fact should be considered forward-looking statements, including, without limitation, herein, words including "anticipate," "believe," "can," "continue," "could," "designed," "estimate," "expect," "forecast," "goal," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. All forward-looking statements are based upon the Company's current expectations and various assumptions. The Company believes there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain. The Company may not realize its expectations, and its beliefs may not prove correct. Actual results could differ materially from those described or implied by such forward-looking statements as a result of various important factors, including, without limitation: its limited operating history; its incurrence of significant losses; its need for substantial additional funding and ability

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 5, 2024 BIOXCEL THERAPEUTICS, INC. /s/ Richard Steinhart Richard Steinhart Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR