EPIRUS Biopharmaceuticals, Inc. (NasdaqCM:EPRS) acquired Bioceros B.V. for $14.1 million in cash and stock on September 9, 2015. The consideration includes an initial cash payment of $3.4 million, a second cash payment of $1.7 million, to be paid on the first anniversary of the closing date, an initial issuance of shares of the EPIRUS's common stock, with a value of $4 million, calculated as set forth in the stock purchase agreement and a second issuance of shares of with a value of $5 million, to be issued on the date that is six months after the closing date, subject to the EPIRUS's setoff rights with regard to the second cash payment and the second installment of shares. In addition, the sellers will receive a pro rata share of a net cash payout equal to the aggregate amount of Bioceros' net cash at closing in excess of $1.2 million, calculated as set forth in the stock purchase agreement.

Deal is expected to close by September 17, 2015 failing which EPIRUS will pay a breakup fee of $0.25 million. The transaction is subject to regulatory approvals, approval of the boards of directors of both Epirus and Bioceros. Oscar Schoots and Carine van den Brink acted as the representatives of the sellers. CMS Derks Star Busmann N.V acted as notary in the deal. Carine van den Brink of AXON Advocaten acted as legal advisor to the sellers.

EPIRUS Biopharmaceuticals, Inc. (NasdaqCM:EPRS) completed the acquisition of Bioceros B.V. on September 9, 2015.