OS Therapies to Acquire Ocuphire Pharma for $0.70/Share

TL;DR

OS Therapies buying Ocuphire Pharma for $0.70 cash per share, deal expected Q2 2025.

AI Summary

OS Therapies Inc. announced on January 14, 2025, that it has entered into a definitive agreement to acquire all outstanding shares of Ocuphire Pharma, Inc. for $0.70 per share in cash. This acquisition is expected to close in the second quarter of 2025, subject to customary closing conditions.

Why It Matters

This acquisition could significantly expand OS Therapies' portfolio and market presence in the ophthalmology sector.

Risk Assessment

Risk Level: medium — The acquisition is subject to closing conditions, and the integration of Ocuphire Pharma may present challenges.

Key Numbers

• $0.70 — Acquisition Price Per Share (Cash consideration for Ocuphire Pharma shares.)
• Q2 2025 — Expected Closing Quarter (Anticipated timeframe for the completion of the acquisition.)

Key Players & Entities

• OS Therapies Inc. (company) — Acquiring company
• Ocuphire Pharma, Inc. (company) — Target company
• $0.70 (dollar_amount) — Per share acquisition price

FAQ

Key Financial Figures

• $0.001 — ch Registered Common Stock, par value $0.001 per share OSTX NYSE American Indi
• $7,103,000 — e Placement expenses, are approximately $7,103,000. Following the second closing of the P

Filing Documents

• ea0227757-8k_osthera.htm (8-K) — 27KB
• 0001213900-25-003886.txt ( ) — 198KB
• ostx-20250114.xsd (EX-101.SCH) — 3KB
• ostx-20250114_lab.xml (EX-101.LAB) — 33KB
• ostx-20250114_pre.xml (EX-101.PRE) — 22KB
• ea0227757-8k_osthera_htm.xml (XML) — 4KB

01 Other Events

Item 8.01 Other Events. As previously disclosed in its Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on January 14, 2025, on January 14, 2025, OS Therapies Incorporated, an ADC and immunotherapy research and clinical-stage biopharmaceutical company (the "Company"), completed a second closing of the private placement (the "Private Placement") previously reported by the Company in its Current Report on Form 8-K filed with the SEC on December 30, 2024, which is incorporated herein by reference. The aggregate gross proceeds to the Company from the second closing and the first closing of the Private Placement previously disclosed by the Company in its Current Report on Form 8-K filed with the SEC on January 3, 2025, before deducting transaction fees and other estimated Private Placement expenses, are approximately $7,103,000. Following the second closing of the Private Placement, the Board of Directors of the Company has determined that the Private Placement is completed and there will be no further closings.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 1 SIGNATURE 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. OS THERAPIES INCORPORATED Dated: January 15, 2025 By: /s/ Paul A. Romness, MPH Name: Paul A. Romness, MPH Title: President and Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR