8-K
filed February 3, 2026, 6:59 PM ET
CIK 0001697532
M&A
confidence high
sentiment neutral
materiality 1.00
Applied Therapeutics, Inc.: M&A transaction — Applied Therapeutics acquired by Cycle Group Holdings for ~$14.3M; shares delisted from Nasdaq
Applied Therapeutics, Inc.
- Tender offer closed with 79.5M shares (51.56%) tendered; Purchaser accepted all; merger completed Feb 3, 2026.
- Aggregate consideration approx. $14.3M, consisting of $0.088/share plus one CVR per share (up to $0.40 plus pro rata closing cash).
- All directors and officers resigned; James Harrison named President and sole director; Andrea Reiner Secretary.
- Shares to be delisted from Nasdaq; company will file Form 15 to suspend SEC reporting obligations.
- Outstanding stock options and RSUs cashed out or cancelled per merger terms; warrants treated based on type.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Applied Therapeutics, Inc.: Amended and restated certificate of incorporation in its entirety pursuant to merger agreement.
- Change
- charter amendment
Exact text from the filing
Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Applied Therapeutics, Inc.: Amended and restated bylaws in their entirety pursuant to merger agreement.
- Change
- bylaw amendment
Exact text from the filing
Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Applied Therapeutics, Inc. underwent a change of control involving Cycle Group Holdings Limited for approximately $14.3 million (closed 2026-02-03).
- Action
- change of control
- Counterparty
- Cycle Group Holdings Limited
- Consideration
- approximately $14.3 million
- Closing
- 2026-02-03
Exact text from the filing
Company became an indirect wholly owned subsidiary of Parent. The aggregate consideration paid by Purchaser in the Offer and the Merger to acquire the Shares was approximately $14.3 million. In addition, immediately prior to the Effective Time, by virtue of the Merger and without any action on the part of any holder thereof, each option to purchase Shares granted
View on SEC.gov
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