Monster Digital and Innovate Biopharmaceuticals Extend Outside Closing Date for Merger
January 29 2018 - 4:00AM
Monster Digital, Inc. ("Monster Digital" or the "Company") and
Innovate Biopharmaceuticals, Inc. ("Innovate") today announced that
they have agreed to extend the outside closing date (the "Closing")
of their previously announced reverse merger ("Merger"). The
Company and Innovate have amended the merger agreement to provide
that the outside termination date for the Merger will be January
29, 2018.
As previously disclosed, following the Closing, Innovate will
become a wholly owned subsidiary of Monster Digital, and Monster
Digital, as the parent of the surviving company, will be renamed
"Innovate Biopharmaceuticals, Inc." Innovate stockholders will own
the substantial majority of shares of the combined company after
the transaction. The common stock shares of the combined company
will trade under the symbol INNT.
As previously disclosed, immediately prior to the effective time
of the Merger, there will be a spin-off transaction (the
"Spin-Off"). Previously, all of the business, assets and certain of
the liabilities of Monster that are not assumed by Innovate in
connection with the Merger were transferred into a wholly-owned
subsidiary of the Company, MD Holding Co., Inc. ("Holdco"). Further
to the Spin-Off, holders of record of the Company's common stock
immediately prior to the effective time of the Merger will receive
a pro rata distribution of one share of Holdco's private company
common stock for each share of Monster common stock held.
About Monster Digital, Inc.
Monster Digital develops, markets, and distributes
Monster-branded products for use in high-performance consumer
electronics, mobile products and computing applications. The
Company designs and engineers premium action sports cameras and
accessories, in addition to advanced data storage and memory
products for professionals and consumers.
Monster Digital is a registered trademark of Monster Products,
Inc. in the U.S. and other countries.
For more information about the company, please
visit http://www.monsterdigital.com
About Innovate Biopharmaceuticals, Inc.:
Innovate is a clinical stage biotechnology company focused on
developing novel autoimmune/inflammation therapeutic drugs.
Innovate's lead drug candidate, larazotide acetate (INN-202),
has successfully met its primary endpoint in an efficacy clinical
trial for celiac disease. Larazotide successfully completed the End
of Phase 2 Meeting with the FDA to prepare for expected Phase 3
clinical trials for larazotide in celiac disease in 2018. In
clinical studies in more than 800 patients, larazotide demonstrated
a favorable safety profile comparable to placebo, due to what
Innovate believes is its lack of systemic absorption from the small
bowel. Larazotide has received Fast Track designation from the
FDA.
Larazotide, an oral peptide formulated into a capsule, has a
mechanism of action that decreases intestinal permeability and
regulates tight junctions by reducing antigen trafficking across
epithelial cells in the intestines. Innovate believes that
larazotide is the only drug in the clinic with this mechanism of
action of reducing intestinal permeability. Increased intestinal
permeability, sometimes referred to as "leaky gut," has been widely
recognized in the literature as a gateway to multiple autoimmune
diseases, including celiac disease, irritable bowel syndrome (IBS),
inflammatory bowel diseases (IBD, Crohn's and ulcerative colitis),
type 1 diabetes mellitus (T1DM), nonalcoholic steatohepatitis
(NASH), chronic kidney disease (CKD) and several others.
For more information, please
visit http://www.innovatebiopharma.com
Forward-Looking Statements:
Some of the statements in this press release are
"forward-looking" and are made pursuant to the safe harbor
provision of the Private Securities Litigation Reform Act of 1995.
Actual results and the timing of events could differ materially
from those anticipated in such forward-looking statements as a
result of risks and uncertainties including: the risk that the
Merger may not be completed in the anticipate timeframeor at all,
which may adversely affect the price of the common stock of the
Company; the failure to satisfy any of the conditions to the
consummation of the Merger; the risk that Monster Digital’s common
stock will be delisted from Nasdaq; and the occurrence of any
event, change or other circumstance that could give rise to the
termination of the merger agreement . These statements involve
risks and uncertainties that may cause results to differ materially
from the statements set forth in this press release, including,
among other things, our ability to obtain and maintain regulatory
approval for our products; plus other factors described under the
heading "Item 1A. Risk Factors" in our Annual Report on Form 10-K
for the fiscal year ended December 31, 2016 or described in our
other public filings. Our results may also be affected by factors
of which we are not currently aware. The forward-looking statements
in this press release speak only as of the date of this press
release. Monster Digital expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to such
statements to reflect any change in its expectations with regard
thereto or any changes in the events, conditions or circumstances
on which any such statement is based.
Contacts:
Monster Digital, Inc.
David Olert
CFO
dolert@monsterdigital.com
Investors:
PCG Advisory
Vivian Cervantes
646-863-6274
vivian@pcgadvisory.com
Innovate Biopharmaceuticals, Inc.
Kendyle Woodard
919-275-1933
investor.relations@innovatebiopharma.com
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