BioSante Pharmaceuticals, Inc. and ANI Pharmaceuticals, Inc. have entered into a new merger agreement under which a subsidiary of BioSante will merge into ANI. BioSante will issue to ANI stockholders shares of BioSante stock under which former ANI stockholders will own 57% of the combined company’s shares, and the former BioSante stockholders will own 43%.
 
Prior to the merger, BioSante will distribute contingent value rights (CVRs) providing payment rights from future sales, transfer, license or similar transactions involving BioSante’s LibiGel (female testosterone gel), including if ANI were to market LibiGel on its own based on BioSante clinical data.  
 
Upon completion of the merger, the combined company will operate under the leadership of the ANI management team, with Arthur S. Przybyl serving as president and chief executive officer. In addition to Mr. Przybyl, the board of directors of the combined company is expected to have two current directors from BioSante and four current ANI directors.
 
The new merger agreement has been approved by the boards of directors of both companies, and replaces the prior merger agreement. Oppenheimer & Co. Inc. is acting as exclusive financial advisor to the BioSante board of directors.