Honigman Advises Azora Therapeutics on Acquisition by Adial Pharmaceuticals and Concurrent $64 Million Private Placement

Honigman recently advised Azora Therapeutics, Inc., a biopharmaceutical company developing treatments for serious inflammatory diseases, in connection with its acquisition by Adial Pharmaceuticals, Inc. (Nasdaq: ADIL). The transaction was structured as an asset acquisition in which all Azora equity holders exchanged their interests for a combination of Adial common stock and Series A non-voting convertible preferred stock.

Following the transaction (and subject to Adial stockholder approval), Azora’s former equity holders are expected to own approximately 51 percent of Adial on a fully diluted, as-converted basis.

Concurrent with the acquisition, Adial entered into a private placement financing for up to $64 million in gross proceeds to support the advancement of Azora’s lead program.

A Honigman team led by Capital Markets and Securities Partners Michael J. Rosenberg, N. Danny Shulman, and Jeff Kuras, and Associates Aaron Katz, Sarah Meinel, and Kelly Lewis advised Azora Therapeutics, Inc. on the transaction, with support from the following Partners and Associates: Marissa Sims and Bishara (Bryan) El-Ary (Employee Benefits and Executive Compensation), James Combs and John (Jack) Lebo IV (Tax), Andrew Weber (Intellectual Property), and Jennifer Muse (Labor and Employment).