Avid Bioservices Announces Expiration of Hart-Scott-Rodino Waiting Period for Pending Acquisition by GHO and Ampersand

CDMO 12.30.2024

Full Press ReleaseSEC FilingsOur CDMO Tweets

About Gravity Analytica

Recent News

  • 01.22.2025 - Avid Reminds Stockholders to Vote Today FOR the Transaction with GHO and Ampersand
  • 01.21.2025 - Avid Recommends Stockholders Follow Recommendations of ISS and Glass Lewis and vote FOR the Transaction with GHO and Ampersand
  • 01.08.2025 - Avid Bioservices Files Investor Presentation Highlighting Value Maximizing Transaction with GHO and Ampersand

Recent Filings

  • 01.22.2025 - DEFA14A Additional definitive proxy soliciting materials and Rule 14(a)(12) material
  • 01.14.2025 - SCHEDULE 13G/A Statement of Beneficial Ownership by Certain Investors
  • 01.13.2025 - 4 Statement of changes in beneficial ownership of securities
PDF Version

TUSTIN, Calif.,Dec. 30, 2024(GLOBE NEWSWIRE) --Avid Bioservices, Inc.(NASDAQ: CDMO) (“Avid” or the “Company”), a dedicated biologics contract development and manufacturing organization (“CDMO”) working to improve patient lives by providing high quality development and manufacturing services to biotechnology and pharmaceutical companies, today announced the expiration of the waiting period under the Hart-Scott-Rodino (“HSR”) Antitrust Improvements Act of 1976 with respect to the previously announced agreement for Avid to be acquired byGHO Capital Partners LLP("GHO") andAmpersand Capital Partners(“Ampersand”).

“With this milestone behind us, we are one step closer to completing this transaction and delivering significant, immediate and certain value to our stockholders,” statedNick Green, president and CEO ofAvid Bioservices. “We continue to firmly believe the transaction is in the best interest of all Avid stockholders and we encourage stockholders to vote FOR the transaction today.”

The transaction remains on track to occur in the first quarter of 2025, subject to Avid stockholder approval and satisfaction of other customary closing conditions.

Advisors

Moelis & Company LLCis serving as exclusive financial advisor to Avid, andCooley LLPis serving as legal counsel to Avid.

About Avid Bioservices, Inc.

Avid Bioservices(NASDAQ: CDMO) is a dedicated CDMO focused on development and CGMP manufacturing of biologics. The Company provides a comprehensive range of process development, CGMP clinical and commercial manufacturing services for the biotechnology and biopharmaceutical industries. With more than 30 years of experience producing biologics, Avid's services include CGMP clinical and commercial drug substance manufacturing, bulk packaging, release and stability testing and regulatory submissions support. For early-stage programs the Company provides a variety of process development activities, including cell line development, upstream and downstream development and optimization, analytical methods development, testing and characterization. The scope of our services ranges from standalone process development projects to full development and manufacturing programs through commercialization.www.avidbio.com

ADDITIONAL INFORMATION AND WHERE TO FIND IT

The Company has filed a proxy statement with theU.S. Securities and Exchange Commission(“SEC”) with respect to a special meeting of stockholders to be held in connection with the proposed transaction. Promptly after filing the definitive proxy statement with theSEC, the Company mailed the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting to consider the proposed transaction. STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain, free of charge, the preliminary and definitive versions of the proxy statement, any amendments or supplements thereto, and any other relevant documents filed by the Company with theSECin connection with the proposed transaction at the SEC’s website (http://www.sec.gov). Copies of the preliminary and definitive versions of the proxy statement, any amendments or supplements thereto, and any other relevant documents filed by the Company with theSECin connection with the proposed transaction will also be available, free of charge, at the Company’s investor relations website (https://ir.avidbio.com/sec-filings). The information provided on, or accessible through, our website is not part of this press release, and therefore is not incorporated herein by reference.

PARTICIPANTS IN THE SOLICITATION

The Company and certain of its directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding the Company’s directors and executive officers is available in the Company’s proxy statement for the 2024 annual meeting of stockholders, which was filed with theSEConAugust 28, 2024(the “Annual Meeting Proxy Statement”). Please refer to the sections captioned “Security Ownership of Certain Beneficial Owners, Directors and Management,” “Director Compensation,” and “Executive Compensation-Outstanding Equity Awards at Fiscal Year-End” in the Annual Meeting Proxy Statement. To the extent holdings of such participants in the Company’s securities have changed since the amounts described in the Annual Meeting Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with theSEC: Form 4, filed byNicholas Stewart GreenonOctober 11, 2024, Form 4, filed byRichard A. RichierionOctober 11, 2024, Form 4, filed byMatthew R. KwietniakonOctober 11, 2024, and Form 4, filed byMatthew R. KwietniakonOctober 15, 2024. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the definitive proxy statement and other relevant materials with theSECin connection with the proposed transaction. Free copies of the Annual Meeting Proxy Statement, the definitive proxy statement related to the proposed transactions and such other materials may be obtained as described in the preceding paragraph.

FORWARD-LOOKING STATEMENTS

This communication contains “forward-looking statements” which include, but are not limited to, all statements that do not relate solely to historical or current facts, such as statements regarding the Company’s expectations, intentions or strategies regarding the future, or the completion or effects of the proposed sale of Avid to GHO and Ampersand. In some cases, these statements include words like: “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “objective,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue” and “ongoing,” or the negative of these terms, or other comparable terminology intended to identify statements about the future. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. The Company’s expectations and beliefs regarding these matters may not materialize. Actual outcomes and results may differ materially from those contemplated by these forward-looking statements as a result of uncertainties, risks, and changes in circumstances, including but not limited to risks and uncertainties related to: the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the proposed transaction that could delay the consummation of the proposed transaction or cause the parties to abandon the proposed transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement entered into in connection with the proposed transaction; the possibility that the Company’s stockholders may not approve the proposed transaction; the risk that the parties to the merger agreement may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all; risks related to disruption of management time from ongoing business operations due to the proposed transaction; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the Company’s common stock; the risk of any unexpected costs or expenses resulting from the proposed transaction; the risk of any litigation relating to the proposed transaction; and the risk that the proposed transaction and its announcement could have an adverse effect on the ability of the Company to retain and hire key personnel and to maintain relationships with customers, vendors, partners, employees, stockholders and other business relationships and on its operating results and business generally. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption “Risk Factors” and elsewhere in the Company’s most recent filings with theSEC, including the Company’s Quarterly Report on Form 10-Q for the quarter endedOctober 31, 2024and any subsequent reports on Form 10-K, Form 10-Q or Form 8-K filed with theSECfrom time to time and available athttp://www.sec.gov.

The forward-looking statements included in this information statement are made only as of the date hereof. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law.

Contacts:

Avid Bioservices

Stephanie Diaz(Investors)Vida Strategic Partners415-675-7401sdiaz@vidasp.com

Tim BronsVida Strategic Partners415-675-7402tbrons@vidasp.com

Bob Marese/ John Bryan (Investors)MacKenzie Partners, Inc.1-800-322-2885proxy@MacKenziePartners.com

Aaron Palash/Allison Sobel(Media)Joele Frank,Wilkinson Brimmer Katcher(212) 355-4449

Primary Logo

Source: Avid Bioservices, Inc

Please be aware that the following content has been generated by an AI system and may contain errors, inconsistencies, or outdated information. It is provided as-is without any warranties or guarantees of accuracy. We strongly recommend using this content as a starting point for further research and consultation with relevant experts or authorities. We disclaim any liability for damages or losses resulting from the use or reliance on this content.Please note that this is a beta version of the Gravity Analytica LLC’s AI Service which isstill undergoing final testing before its official release. Theplatform, its software and all content found on it are provided on an“as is” and “as available” basis. Gravity Analytica LLC does not give any warranties,whether express or implied, as to the suitability or usability of thisservice, webpage, or its software or any of its content.Should you encounter any bugs, glitches, lack of functionality orother problems on the website, please let us know immediately so wecan rectify these accordingly. Your help in this regard is greatlyappreciated! You can write to us at this addressteam@gravityanalytica.com