Aviragen to Merge with Vaxart

Dechert LLP is advising Aviragen Therapeutics, Inc., a company focused on the discovery and development of direct-acting antivirals to treat infections that have limited therapeutic options, in connection with its definitive merger agreement with Vaxart Inc., a privately-held, clinical stage company focused on developing oral recombinant vaccines based on its proprietary delivery platform that allows for administration by tablet rather than by injection. The merger will result in a combined company, Vaxart, Inc., focused on developing orally-delivered therapeutics and prophylactics to address a variety of viral infections. 

The exchange ratio in the merger agreement was determined by assigning $60 million in value to Aviragen for its financial and clinical assets and $90 million in value for Vaxart’s assets. On a pro forma basis, after giving effect to the number of shares of Aviragen common stock issued in the merger, Vaxart’s securityholders will own approximately 60% of the combined company and Aviragen securityholders will own approximately 40% of the combined company, subject to certain potential adjustments. 

The transaction has been approved by the boards of directors of both companies and is expected to close in the first quarter of 2018, subject to the approval of the stockholders of each company as well as other customary conditions. 

The Dechert team advising Aviragen includes partners David S. Rosenthal and Richard Goldberg and associates Stephen Pratt, Ross MacConnell, Reeba Muthalaly and Francesco Salpietro (corporate); partner Joshua Y. Milgrim and associate Kenneth C. Wang (tax); partner Thomas A. Rayski and associate Alan Wang (intellectual property); partner Eric B. Rubin and associate Michael Binko (employee benefits); partner Abbi L. Cohen (environmental); and partner James A. Fishkin and associate Beverly J. Ang (antitrust). 

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