Longboard Pharmaceuticals (NASDAQ:LBPH) Acquired by H. Lundbeck A/S; SEC Filing Reveals Key Details

On December 2, 2024, Longboard Pharmaceuticals, Inc., a Delaware corporation (NASDAQ: LBPH), was officially acquired by H. Lundbeck A/S, a Danish aktieselskab, as per an Agreement and Plan of Merger dated October 14, 2024. The acquisition marked an important milestone for the company, as revealed in a recent 8-K SEC Filing.

Following the acquisition, Longboard Pharmaceuticals terminated the company’s 2020 Equity Incentive Plan, 2021 Equity Incentive Plan, and the 2021 Employee Stock Purchase Plan. The merger was structured in a way that allowed for the automatic conversion of shares at the Effective Time, with each share being converted into the right to receive the Offer Price in cash.

Pursuant to the previously disclosed terms, Purchaser conducted a successful cash tender offer to acquire all outstanding shares of common stock of Longboard Pharmaceuticals at a price of $60.00 per share, resulting in approximately 88.6% of the issued and outstanding voting shares being tendered. The merger with Purchaser was governed by Section 251(h) of the Delaware General Corporation Law, eliminating the requirement for a shareholder vote to consummate the transaction.

As a result of the offer and subsequent merger, a change of control in Longboard Pharmaceuticals occurred on December 2, 2024, with the company becoming a wholly owned subsidiary of Lundbeck following the Effective Time. This change led to a series of transitions among directors and officers of Longboard Pharmaceuticals, as outlined in the filing.

The acquisition also prompted necessary actions, including the delisting of Longboard Pharmaceuticals’ common stock from the Nasdaq Global Market effective on December 2, 2024. The company notified Nasdaq of the delisting and requested the filing of a Form 25 Notification of Removal from Listing to delist and deregister the shares under Section 12(b) of the Securities Exchange Act of 1934. Longboard Pharmaceuticals further intends to submit a Certification and Notice of Termination of Registration on Form 15 to suspend reporting obligations under the Exchange Act.

Longboard Pharmaceuticals’ 8-K SEC Filing provides a comprehensive overview of the acquisition, the Offer, the Merger, and the subsequent changes and implications for the company and its stakeholders. The document clarifies the specifics of the transaction and sets the stage for the company’s future direction under the ownership of H. Lundbeck A/S.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Longboard Pharmaceuticals’s 8K filing here.

Longboard Pharmaceuticals Company Profile

Longboard Pharmaceuticals, Inc, a clinical-stage biopharmaceutical company, focuses on developing novel and transformative medicines for neurological diseases. The company develops bexicaserin (LP352), which has completed Phase 1b/2a clinical trial for the treatment of seizures associated with developmental and epileptic encephalopathies.