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• Merger Transaction Expected to Close August 31, 2019
SAN DIEGO, Aug. 30, 2019 (GLOBE NEWSWIRE) -- Vical Incorporated (“Vical”) (Nasdaq:VICL) announced that its stockholders voted to approve the proposals required to complete the merger transaction with Brickell Biotech at a Special Meeting of Vical’s stockholders held on August 30, 2019 at 8:00 a.m. Pacific time.
As previously disclosed, Vical entered into an Agreement and Plan of Merger and Reorganization, dated June 2, 2019 and amended on August 20, 2019, with Brickell and Victory Subsidiary, Inc., and each of Vical’s and Brickell’s board of directors unanimously approved the merger in June 2019. The board of directors of Vical has also determined that the reverse stock split (the “Reverse Split”) of the Company’s common stock will be effected at a ratio of 1-for-7 and is expected to be completed immediately prior to the consummation of the Merger.
The Merger is expected to close on Saturday, August 31, 2019. Vical expects to change its name from “Vical Incorporated” to “Brickell Biotech, Inc.” with its common stock expected to begin trading on the Nasdaq Capital Market under the stock symbol “BBI” on Tuesday, September 3, 2019.
Vical Incorporated is a company historically focused on research and development of biopharmaceutical products for prevention and treatment of chronic or life-threatening infectious diseases, including antiviral and antifungal candidates in clinical development. Additional information on Vical is available at www.vical.com.
Brickell Biotech, Inc. is a clinical-stage pharmaceutical company focused on developing innovative and differentiated prescription therapeutics for treatment of skin diseases. The company’s pipeline consists of potential novel therapeutics for hyperhidrosis, cutaneous T-cell lymphoma, psoriasis, and other prevalent severe skin diseases. For more information, visit www.brickellbio.com.
Forward Looking Statements
This communication contains “forward-looking” statements, including, without limitation, statements related to the anticipated consummation of the transactions contemplated by the merger agreement and related transactions, and the timing thereof, and the anticipated benefits of the proposed merger and related transactions. Any statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. These forward-looking statements are based upon Vical’s current expectations. Vical cautions readers that forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from anticipated results. Such risks and uncertainties, include, among others, the following possibilities: the outcome of any legal proceedings that may be instituted against Vical or Brickell; the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where Vical and Brickell do business; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management’s attention from ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; the ability to complete the acquisition and integration of Brickell successfully; and other factors that may affect future results of Vical and Brickell. Additional factors that could cause results to differ materially from those described above can be found in Vical’s Annual Report on Form 10-K for the year ended December 31, 2018 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, which are on file with the SEC and in other documents Vical files with the SEC.
Vice President and Chief Financial Officer