Lowenstein Sandler represented Timber Pharmaceuticals LLC, a privately held biopharmaceutical company focused on the development and commercialization of treatments for orphan dermatologic diseases, in its definitive merger agreement with BioPharmX Corporation (NYSE American: BPMX).
Under the terms of the merger agreement, subject to the approval of BioPharmX's stockholders and Timber's members, a wholly-owned subsidiary of BioPharmX will be merged with and into Timber, with Timber surviving the merger as a wholly-owned subsidiary of BioPharmX. As a condition to the closing of the merger, Timber has agreed to secure not less than $20 million of financing for the combined company. The merger is currently expected to be completed in the second calendar quarter of 2020. Upon completion of the merger, BioPharmX will change its name to Timber Pharmaceuticals, Inc., and the officers and directors of Timber will become the officers and directors of BioPharmX.