Argos Therapeutics – Auction Nets $11.3mn Purchase Price, Considerably Topping $3.8mn Stalking Horse Opener

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January 23, 2019 – Further to the Debtors’ January 22, 2019 auction and its selection of successfull and back-up bidders [Docket No. 125], the Debtors received Court approval [Docket No. 129] for (i) an asset purchase agreement (the “SCM APA”) between (a) the Debtors and (b) SCM Lifescience Co., LTD. and Genexine,Inc., (collectively, the “Buyers”) and (ii) the sale of the Debtors’ assets to the Buyers for a purchase price of $11.3mn.

The aggregate consideration (the “Purchase Price”) to be paid by the Buyers for substantially all of the Debtors’ assets is $11.3mn, which is comprised of (i) $9.7mn in cash, (ii) the payment of certain de minimis cure costs, (iii) the assumption of $1.4mn in assumed liabilities and (iv) $150k in cash to be used to pay certain fees to the Debtors’ stalking horse bidder, Cellscript LLC (“Cellscript”).

The result is on its face a win for the Debtors and their creditors (the Debtors’ Petition had listed estimated assets of $10.9mn and estimated liabilities of $23.5mn) as the Purchase Price is considerably in excess of Cellscript’s initial $3.8mn stalking horse bid.

The Debtors’ notification of auction results stated, “At the Auction, SCM Lifescience Co., LTD. and Genexine,Inc., (collectively, the ‘Successful Bidder’) submitted the highest and best bid for the Debtor’s assets (the ‘Successful Bid’) pursuant to the applicable asset purchase agreement. Also at the Auction, Cellscript, LLC was selected as the Back-Up Bidder on the terms set forth in the Back-Up Bid (including, specifically, that the Back-Up Bidder may at its election and at its sole discretion decline to close the transactions described in the Back-Up Bid).”

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