# Applied Therapeutics, Inc. — merger [completed]
Source: SEC API (secapi.ai) · situation sit_ff40e9cbc062417e6bff · retrieved 2026-08-11T15:50:47.721Z

## Overview
Applied Therapeutics, Inc. is a pharmaceutical company developing therapeutic treatments.

AT2B, Inc., an indirect wholly owned subsidiary of Cycle Group Holdings Limited, completed its tender offer for Applied Therapeutics, Inc. on February 2, 2026. A total of 79,518,606 shares were validly tendered, representing approximately 51.56% of outstanding shares. The offer price was $0.088 per share in cash plus one contingent value right (CVR) representing the right to receive up to $0.40 per CVR plus a pro rata portion of any Closing Cash Payment exceeding $500,000 but less than $1,500,000 at the Effective Time. Following the consummation of the tender offer, the merger was completed on February 3, 2026, pursuant to Section 251(h) of the Delaware General Corporation Law without a stockholder vote. All shares not held in treasury, by Parent, Purchaser, the Company or their subsidiaries, or subject to appraisal demands were automatically converted into the right to receive the Offer Price.

## Terms
- Counterparty: Cycle Group Holdings Limited (via AT2B, Inc.) · Consideration: mixed · Stake: 51.56% · Price/share: $0.088

## Key dates
- Announced 2026-01-28 · Expiry 2026-02-02

## Timeline
- 2026-01-28 · SC 14D9/A (0001193125-26-026180): SC 14D9/A - Applied Therapeutics, Inc. — *Applied Therapeutics, Inc. is a pharmaceutical company developing therapeutic treatments.* AT2B, Inc. (an indirect wholly owned subsidiary of Cycle Group Holdings Limited) launched a tender offer to purchase all outstanding shares of Applied Therapeutics, Inc. at $0.088 per share in cash plus one contingent value right (CVR) representing the right to receive up to four contingent cash payments totaling up to $0.40 per CVR, plus a pro rata portion of any Closing Cash Payment exceeding $500,000 but less than $1,500,000 at the Effective Time. On January 28, 2026, the Purchaser extended the offer expiration to one minute following 11:59 p.m. Eastern time on January 28, 2026. As of one minute following 11:59 p.m. Eastern time on January 27, 2026, approximately 63,684,636 shares (including 3,735,684 shares subject to guaranteed delivery), representing approximately 41.29% of outstanding shares, had been validly tendered.
  https://www.sec.gov/Archives/edgar/data/1697532/0001193125-26-026180.txt
- 2026-01-29 · SC 14D9/A (0001193125-26-028278): SC 14D9/A - Applied Therapeutics, Inc. — *Applied Therapeutics is a clinical-stage biopharmaceutical company developing novel drug candidates for rare diseases, with its lead candidate govorestat, a CNS-penetrant Aldose Reductase Inhibitor for treating Classic Galactosemia, CMT-SORD, and PMM2-CDG.* AT2B, Inc. (a subsidiary of Cycle Group Holdings Limited) is conducting a tender offer to acquire all outstanding shares of Applied Therapeutics, Inc. at $0.088 per share in cash plus one non-tradeable contingent value right (CVR) per share. The CVR represents the right to receive up to four contingent cash payments totaling up to $0.40 per CVR, plus a pro rata portion of any Closing Cash Payment exceeding $500,000 but less than $1,500,000 at the Effective Time, subject to achievement of specified milestones. On January 29, 2026, the Purchaser extended the tender offer expiration to one minute following 11:59 p.m. Eastern Time on January 29, 2026. As of one minute following 11:59 p.m. Eastern Time on January 28, 2026, approximately 68,353,893 shares (including 2,693,496 shares subject to guaranteed delivery) representing approximately 44.32% of outstanding shares had been validly tendered.
  https://www.sec.gov/Archives/edgar/data/1697532/0001193125-26-028278.txt
- 2026-01-30 · SC 14D9/A (0001193125-26-030570): SC 14D9/A - Applied Therapeutics, Inc. — *Applied Therapeutics, Inc. is a pharmaceutical company developing therapeutic treatments.* AT2B, Inc. (an indirect wholly owned subsidiary of Cycle Group Holdings Limited) is conducting a tender offer to purchase all outstanding shares of Applied Therapeutics, Inc. common stock at $0.088 per share in cash plus one contingent value right (CVR) representing the right to receive up to four contingent cash payments totaling up to $0.40 per CVR, plus a pro rata portion of any Closing Cash Payment exceeding $500,000 but less than $1,500,000 at the Effective Time. On January 30, 2026, the Purchaser extended the offer expiration to one minute following 11:59 p.m. Eastern time on February 2, 2026. As of January 29, 2026, approximately 75,895,437 shares (49.21% of outstanding shares) have been validly tendered, including 2,429,370 shares subject to guaranteed delivery.
  https://www.sec.gov/Archives/edgar/data/1697532/0001193125-26-030570.txt
- 2026-02-03 · SC 14D9/A (0001193125-26-034545): SC 14D9/A - Applied Therapeutics, Inc. — *Applied Therapeutics, Inc. is a pharmaceutical company developing therapeutic treatments.* AT2B, Inc., an indirect wholly owned subsidiary of Cycle Group Holdings Limited, completed its tender offer for Applied Therapeutics, Inc. on February 2, 2026. A total of 79,518,606 shares were validly tendered, representing approximately 51.56% of outstanding shares. The offer price was $0.088 per share in cash plus one contingent value right (CVR) representing the right to receive up to $0.40 per CVR plus a pro rata portion of any Closing Cash Payment exceeding $500,000 but less than $1,500,000 at the Effective Time. Following the consummation of the tender offer, the merger was completed on February 3, 2026, pursuant to Section 251(h) of the Delaware General Corporation Law without a stockholder vote. All shares not held in treasury, by Parent, Purchaser, the Company or their subsidiaries, or subject to appraisal demands were automatically converted into the right to receive the Offer Price.
  https://www.sec.gov/Archives/edgar/data/1697532/0001193125-26-034545.txt

## Citations
- 0001193125-26-026180 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526026180
- 0001193125-26-028278 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526028278
- 0001193125-26-030570 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526030570
- 0001193125-26-034545 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526034545