Aptose Biosciences agrees to be acquired by Hanmi Pharmaceutical subsidiary for C$2.41 per share

Aptose Biosciences (OTC:APTOF [https://seekingalpha.com/symbol/APTOF]) and its longtime partner, Hanmi Pharmaceutical Co. Ltd., announced a definitive arrangement agreement under which a Hanmi subsidiary will acquire [https://seekingalpha.com/pr/20312902-aptose-biosciences-announces-arrangement-agreement-for-acquisition-by-hanmi-pharmaceutical] the remaining outstanding shares of Aptose. Aptose shareholders will receive C$2.41 in cash per common share.

This price represents a 28% premium over Aptose’s 30-day Volume Weighted Average Price of C$1.88 on the Toronto Stock Exchange (TSX).

HS North America Ltd., a wholly owned subsidiary of Hanmi, will acquire all common shares not currently owned or controlled by Hanmi or its affiliates.

Hanmi, which already owns 19.93% of Aptose's shares. Hanmi has singularly supported Aptose and the ongoing development of its lead hematology drug, tuspetinib (TUS), by providing debt facilities totaling more than US$30 million.

Upon transaction completion, each common share and Aptose option, restricted share unit, and warrant will be exchanged for cash payments based on C$2.41 per share, minus applicable exercise prices.

Aptose must pay a C$300,000 expense fee to Hanmi Purchaser if the agreement is terminated under specific circumstances, such as a change in recommendation by the Aptose Board or its Special Committee.

The arrangement agreement includes customary provisions, such as a non-solicitation clause and a "right to match" provision in favor of the Hanmi purchaser. The deal is subject to shareholder approval and regulatory conditions.

Approval by at least two-thirds (66 2/3%) of all votes cast by Aptose shareholders at a Special Meeting (to be held no later than January 16, 2026).

Upon completion, Aptose is expected to cease being subject to Canadian securities reporting requirements, and its common shares will be delisted from all stock exchanges, including the TSX.

MORE ON APTOSE BIOSCIENCES INC.

* Seeking Alpha’s Quant Rating on Aptose Biosciences Inc. [https://seekingalpha.com/symbol/APS:CA/ratings/quant-ratings]
* Financial information for Aptose Biosciences Inc. [https://seekingalpha.com/symbol/APS:CA/income-statement]