• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
PublishGo to App
    Quantisnow Logo

    © 2026 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlertsPublish with Us
    Company
    AboutQuantisnow PlusContactJobsAI superconnector for talent & startupsNEWLLM Arena
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC TO-T filed by Longboard Pharmaceuticals Inc.

    10/30/24 7:40:27 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $LBPH alert in real time by email
    SC TO-T 1 ny20037200x5_sctot.htm SC TO-T
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
    SCHEDULE TO
    TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
    OF THE SECURITIES EXCHANGE ACT OF 1934
    LONGBOARD PHARMACEUTICALS, INC.
    (Name of Subject Company (Issuer))
    LANGKAWI CORPORATION
    (Offeror)
    A Direct Wholly Owned Subsidiary of
    LUNDBECK LLC
    (Parent of Offeror)
    An Indirect Wholly Owned Subsidiary of
    H. LUNDBECK A/S
    (Parent of Offeror)
    (Names of Filing Persons (identifying status as offeror, issuer or other person))
    Common Stock, par value $0.0001 per share
    (Title of Class of Securities)
    54300N103
    (CUSIP Number of Class of Securities)
    Ole Wendler Pedersen
    H. Lundbeck A/S
    SVP, Global General Counsel
    Ottiliavej 9
    DK-2500 Valby
    Denmark
    +45 36 30 13 11
     
    (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Filing Persons)
    Copies to:
    Alan Zoccollilo, Esq.
    Piotr Korzynski, Esq.
    Baker & McKenzie LLP
    452 Fifth Avenue
    New York, NY 10018
    (212) 626-4100
     
     
     
     
     ☐
     
     
    Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
     
    Check the appropriate boxes below to designate any transactions to which the statement relates:
     
     
     
    ☑
     
     
    Third-party offer subject to Rule 14d-1.
     
     
     
     ☐
     
     
    Issuer tender offer subject to Rule 13e-4.
     
     
     
     ☐
     
     
    Going-private transaction subject to Rule 13e-3.
     
     
     
     ☐
     
     
    Amendment to Schedule 13D under Rule 13d-2.
     
     
     
     
     
     
     
    Check the following box if the filing is a final amendment reporting the results of the tender offer:  ☐
    If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon:
     
     
     
     
     ☐
     
     
    Rule 13e-4(i) (Cross-Border Issuer Tender Offer)
     ☐
     
     
    Rule 14d-1(d) (Cross-Border Third-Party Tender Offer)
     
     
     
     

    Items 1 through 9 and Item 11.
    This Tender Offer Statement on Schedule TO (the “Schedule TO”) relates to the offer by Langkawi Corporation, a Delaware corporation (“Purchaser”), a direct wholly owned subsidiary of Lundbeck LLC, a Delaware limited liability company (“Payor”), and an indirect wholly owned subsidiary of H. Lundbeck A/S, a Danish aktieselskab (“Parent”), to acquire all of the outstanding shares of common stock, par value $0.0001 per share (the “Shares”), of Longboard Pharmaceuticals, Inc., a Delaware corporation, for $60.00 per Share, in cash, without interest and subject to any applicable withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated October 30, 2024 (as it may be amended or supplemented from time to time, the “Offer to Purchase”), and the related Letter of Transmittal, copies of which are attached hereto as Exhibits (a)(1)(i) and (a)(1)(ii), respectively.
    The information set forth in the Offer to Purchase, including all schedules thereto, is hereby expressly incorporated herein by reference in response to all of the items of this Schedule TO, except as otherwise set forth below.
    Item 10. Financial Statements.
    Not applicable.
    Item 12. Exhibits.
     
     
     
     
    Exhibit No.
     
     
    Description
    (a)(1)(i)*
     
     
    Offer to Purchase, dated as of October 30, 2024.
    (a)(1)(ii)*
     
     
    Form of Letter of Transmittal (including Guidelines for Certification of Taxpayer Identification Number on IRS Form W-9).
    (a)(1)(iii)*
     
     
    Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.
    (a)(1)(iv)*
     
     
    Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.
    (a)(1)(v)*
     
     
    Summary Advertisement, as published in The New York Times on October 30, 2024.
    (a)(5)(i)
     
     
    Joint Press Release issued by H. Lundbeck A/S and Longboard Pharmaceuticals, Inc. dated October 14, 2024 (incorporated by reference to Exhibit 99.1 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 15, 2024).
    (a)(5)(ii)
     
     
    Presentation Slides issued by H. Lundbeck A/S on October 14, 2024 (incorporated by reference to Exhibit 99.2 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 15, 2024).
    (a)(5)(iii)
     
     
    Letter from President and Chief Executive Officer of H. Lundbeck A/S to Employees of Longboard Pharmaceuticals, Inc., from October 14, 2024 (incorporated by reference to Exhibit 99.3 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 15, 2024).
    (a)(5)(iv)
     
     
    Lundbeck A/S Social Media Posts, first used on October 14, 2024 (incorporated by reference to Exhibit 99.4 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 15, 2024).
    (a)(5)(v)
     
     
    Transcript of H. Lundbeck A/S Investor/Analyst Conference Call on October 14, 2024 (incorporated by reference to Exhibit 99.1 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 15, 2024).
    (a)(5)(vi)
     
     
    Presentation by H. Lundbeck A/S to Employees of Longboard Pharmaceuticals, Inc., on October 16, 2024 (incorporated by reference to Exhibit 99.1 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 16, 2024).
    (a)(5)(vii)
     
     
    Presentation Slides issued by H. Lundbeck A/S on October 23, 2024 (incorporated by reference to Exhibit 99.1 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 25, 2024).
     
     
     
     

     
     
     
     
    Exhibit No.
     
     
    Description
    (a)(5)(viii)
     
     
    Press Release issued by H. Lundbeck A/S on October 23, 2024 (incorporated by reference to Exhibit 99.2 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 25, 2024).
    (a)(5)(ix)
     
     
    Excerpt of transcript of H. Lundbeck A/S Presentation on October 23, 2024 (incorporated by reference to Exhibit 99.3 of the Lundbeck A/S Pre-Commencement Communication on Schedule TO filed with the Securities and Exchange Commission on October 25, 2024).
    (b)(1)*
     
     
    Multicurrency Revolving Facility Agreement, dated June 25, 2019, as amended and restated on August 5, 2022 and as further amended and restated on June 30, 2023, among the financial institutions party thereto as lenders, H. Lundbeck A/S as borrower, Danske Bank A/S, as facility agent and the other parties thereto.
    (b)(2)*
     
     
    Facility Agreement, dated October 23, 2024, among the financial institutions party thereto as lenders, H. Lundbeck A/S as borrower, Nordea Danmark, Filial af Nordea Bank Abp, Finland as facility agent and the other parties thereto.
    (d)(1)
     
     
    Agreement and Plan of Merger, dated as of October 14, 2024, by and among H. Lundbeck A/S, Langkawi Corporation, Lundbeck LLC and Longboard Pharmaceuticals, Inc. (incorporated by reference to Exhibit 2.1 of the Longboard Pharmaceuticals, Inc. Current Report on Form 8-K (File No. 001-40192) filed with the Securities and Exchange Commission on October 15, 2024).
    (d)(2)*
     
     
    Confidentiality Agreement, dated February 2, 2024, between Longboard Pharmaceuticals, Inc. and H. Lundbeck A/S, as amended on June 29, 2024.
    (g)
     
     
    Not Applicable.
    (h)
     
     
    Not Applicable.
    107*
     
     
    Filing Fee Table.
     
     
     
     
    *
    Filed herewith

    SIGNATURES
    After due inquiry and to the best knowledge and belief of the undersigned, each of the undersigned certify that the information set forth in this statement is true, complete and correct.
    Date: October 30, 2024
     
     
     
     
    H. LUNDBECK A/S
     
     
     
     
     
     
     
     
     
     
    By:
     
     
    /s/ Joerg Hornstein
     
     
     
    Name:
     
     
    Joerg Hornstein
     
     
     
    Title:
     
     
    Executive Vice President
     
     
     
     
     
     
     
     
     
     
    LUNDBECK LLC
     
     
     
     
     
     
     
     
     
     
    By:
     
     
    /s/ Thomas Gibbs
     
    Name:
     
     
    Thomas Gibbs
     
    Title:
     
     
    President
     
     
     
     
     
     
     
     
    LANGKAWI CORPORATION
     
     
     
     
     
     
     
     
     
     
    By:
     
     
    /s/ Thomas Gibbs
     
    Name:
     
     
    Thomas Gibbs
     
    Title:
     
     
    President
     
     
     
     
     
     
    Get the next $LBPH alert in real time by email

    Crush Q1 2026 with the Best AI Superconnector

    Stay ahead of the competition with Standout.work - your AI-powered talent-to-startup matching platform.

    AI-Powered Inbox
    Context-aware email replies
    Strategic Decision Support
    Get Started with Standout.work

    Recent Analyst Ratings for
    $LBPH

    DatePrice TargetRatingAnalyst
    9/10/2024$60.00Buy
    Truist
    7/1/2024$60.00 → $90.00Overweight
    Cantor Fitzgerald
    5/1/2024$36.00Outperform
    Robert W. Baird
    2/16/2024$40.00Buy
    Citigroup
    10/24/2023$16.00 → $35.00Overweight
    Cantor Fitzgerald
    4/27/2023$13.00Buy
    B. Riley Securities
    2/14/2022$14.00Outperform
    Wedbush
    More analyst ratings

    $LBPH
    Insider Purchases

    Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

    View All

    CMO Kaye Randall bought $2,482 worth of shares (100 units at $24.82), sold $580,891 worth of shares (16,767 units at $34.64) and exercised 16,667 shares at a strike of $4.35 (SEC Form 4)

    4 - Longboard Pharmaceuticals, Inc. (0001832168) (Issuer)

    8/13/24 6:01:53 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    Insider Trading

    Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

    View All

    SEC Form 4 filed by Director Lynch Casey

    4 - Longboard Pharmaceuticals, Inc. (0001832168) (Issuer)

    12/2/24 7:29:28 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    SEC Form 4 filed by Director Le Goff Corinne

    4 - Longboard Pharmaceuticals, Inc. (0001832168) (Issuer)

    12/2/24 7:27:57 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    SEC Form 4 filed by Director Sekhri Paul J

    4 - Longboard Pharmaceuticals, Inc. (0001832168) (Issuer)

    12/2/24 7:26:22 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    SEC Filings

    View All

    SEC Form 15-12G filed by Longboard Pharmaceuticals Inc.

    15-12G - Longboard Pharmaceuticals, Inc. (0001832168) (Filer)

    12/12/24 8:10:02 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    SEC Form POSASR filed by Longboard Pharmaceuticals Inc.

    POSASR - Longboard Pharmaceuticals, Inc. (0001832168) (Filer)

    12/10/24 3:53:35 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    SEC Form RW WD filed by Longboard Pharmaceuticals Inc.

    RW WD - Longboard Pharmaceuticals, Inc. (0001832168) (Filer)

    12/10/24 3:40:14 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    Press Releases

    Fastest customizable press release news feed in the world

    View All

    Sensorion Strengthens Leadership Team with Appointment of Amit Munshi as Chairman of the Board and Independent Director

    Regulatory News: Sensorion (FR0012596468 – ALSEN) a pioneering clinical-stage biotechnology company specializing in the development of novel therapies to restore, treat and prevent hearing loss disorders, today announced the appointment of Amit Munshi, as Sensorion's independent director and Chairman of the Board, effective April 1, 2025. Mr. Munshi succeeds Mr. John Furey who stepped down as an Independent Board Member. Mr. Munshi is then appointed Chairman of the Board, replacing Khalil Barrage who served as the Company's interim Chairman since March 31, 2023. Mr. Barrage will continue to serve as a director on Sensorion's Board. This appointment by the Board of directors is performed b

    4/2/25 1:30:00 AM ET
    $LBPH
    $ARNA
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Longboard Pharmaceuticals Initiates Phase 3 DEEp OCEAN Study Evaluating Bexicaserin in Developmental and Epileptic Encephalopathies (DEEs)

    DEEp OCEAN is the first pivotal clinical trial designed to study DEEs broadly Initial sites activated with additional sites expected to be activated in the coming weeks Longboard Pharmaceuticals, Inc. (NASDAQ:LBPH), a clinical-stage biopharmaceutical company focused on developing novel, transformative medicines for neurological diseases, today announced that it has initiated its global Phase 3 DEEp OCEAN Study evaluating its investigational drug bexicaserin for the treatment of seizures associated with Developmental and Epileptic Encephalopathies (DEEs) in participants two years of age and older. "The initiation of our second global Phase 3 clinical trial, DEEp OCEAN in DEEs, is a

    11/12/24 8:30:00 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Longboard Pharmaceuticals Reports Third Quarter 2024 Financial Results and Provides Corporate Updates

    Positive opinion of Paediatric Investigation Plan for bexicaserin issued by European Medicines Agency (EMA) Paediatric Committee (PDCO) for children down to the age of 2 years Recently initiated Phase 3 global clinical trial (the DEEp SEA Study) to evaluate bexicaserin in Dravet syndrome for participants ages 2-65 years Longboard Pharmaceuticals, Inc. (NASDAQ:LBPH), a clinical-stage biopharmaceutical company focused on developing novel, transformative medicines for neurological diseases, today provided a corporate update and reported third quarter 2024 financial results. RECENT UPDATES: In October, announced an agreement for H. Lundbeck A/S (Lundbeck) to acquire Longboard in a stra

    11/7/24 4:01:00 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    Analyst Ratings

    Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

    View All

    Truist initiated coverage on Longboard Pharmaceuticals with a new price target

    Truist initiated coverage of Longboard Pharmaceuticals with a rating of Buy and set a new price target of $60.00

    9/10/24 7:53:02 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Cantor Fitzgerald reiterated coverage on Longboard Pharmaceuticals with a new price target

    Cantor Fitzgerald reiterated coverage of Longboard Pharmaceuticals with a rating of Overweight and set a new price target of $90.00 from $60.00 previously

    7/1/24 12:54:07 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Robert W. Baird initiated coverage on Longboard Pharmaceuticals with a new price target

    Robert W. Baird initiated coverage of Longboard Pharmaceuticals with a rating of Outperform and set a new price target of $36.00

    5/1/24 6:27:25 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    View All

    Amendment: SEC Form SC 13G/A filed by Longboard Pharmaceuticals Inc.

    SC 13G/A - Longboard Pharmaceuticals, Inc. (0001832168) (Subject)

    11/14/24 3:10:34 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Amendment: SEC Form SC 13G/A filed by Longboard Pharmaceuticals Inc.

    SC 13G/A - Longboard Pharmaceuticals, Inc. (0001832168) (Subject)

    11/14/24 1:22:40 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Amendment: SEC Form SC 13G/A filed by Longboard Pharmaceuticals Inc.

    SC 13G/A - Longboard Pharmaceuticals, Inc. (0001832168) (Subject)

    11/12/24 3:59:14 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    Leadership Updates

    Live Leadership Updates

    View All

    Sensorion Strengthens Leadership Team with Appointment of Amit Munshi as Chairman of the Board and Independent Director

    Regulatory News: Sensorion (FR0012596468 – ALSEN) a pioneering clinical-stage biotechnology company specializing in the development of novel therapies to restore, treat and prevent hearing loss disorders, today announced the appointment of Amit Munshi, as Sensorion's independent director and Chairman of the Board, effective April 1, 2025. Mr. Munshi succeeds Mr. John Furey who stepped down as an Independent Board Member. Mr. Munshi is then appointed Chairman of the Board, replacing Khalil Barrage who served as the Company's interim Chairman since March 31, 2023. Mr. Barrage will continue to serve as a director on Sensorion's Board. This appointment by the Board of directors is performed b

    4/2/25 1:30:00 AM ET
    $LBPH
    $ARNA
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Longboard Pharmaceuticals Announces the Appointment of Highly Accomplished Healthcare Executive Randall Kaye, M.D., as Chief Medical Officer

    SAN DIEGO, March 21, 2022 (GLOBE NEWSWIRE) -- Longboard Pharmaceuticals, Inc. (NASDAQ:LBPH), a clinical-stage biopharmaceutical company focused on developing novel, transformative medicines for neurological diseases, today announced the appointment of Dr. Randall Kaye as Chief Medical Officer (CMO). Dr. Philip Perera, who has led the clinical development and medical affairs activities since the launch of Longboard, has retired as CMO while remaining with Longboard in an advisory role. "On behalf of the board, shareholders, and our employees, I want to thank Phil for his tremendous contributions," said Kevin R. Lind, Longboard's President and Chief Executive Officer. "His outstanding leade

    3/21/22 4:01:00 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Longboard Pharmaceuticals Provides Corporate Update and Reports Full Year 2021 Financial Results

    Initiated the Phase 1b/2a PACIFIC Study, evaluating LP352 in participants with developmental and epileptic encephalopathies (DEEs)LP352 demonstrated statistically significant reduction of epileptiform event frequency and duration in the scn1lab zebrafish model of Dravet syndromeLP659 IND submission remains on track for second half of 2022Cash position expected to support operations into 2024 based on current business plan SAN DIEGO, March 03, 2022 (GLOBE NEWSWIRE) --  Longboard Pharmaceuticals, Inc. (NASDAQ:LBPH), a clinical-stage biopharmaceutical company focused on developing novel, transformative medicines for neurological diseases, today provided a corporate update and reported financ

    3/3/22 4:05:00 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    $LBPH
    Financials

    Live finance-specific insights

    View All

    Lundbeck to Acquire Longboard Pharmaceuticals in a Strategic Deal, Significantly Enhancing Its Neuroscience Pipeline

    The proposed acquisition represents a significant step forward in Lundbeck's Focused Innovator strategy, adding a highly innovative and complementary product in late-stage development for Developmental and Epileptic Encephalopathies (DEEs) - an area of high unmet medical need The acquisition will enhance and complement Lundbeck's capabilities and presence within neuro-rare conditions The lead asset, bexicaserin, holds blockbuster potential and is in development for the treatment of DEEs in a program enrolling patients diagnosed with Dravet syndrome, Lennox-Gastaut syndrome, and other DEE syndromes Bexicaserin has shown encouraging anti-seizure effects to date in preclinical and clini

    10/14/24 6:30:00 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Longboard Pharmaceuticals Reports Second Quarter 2024 Financial Results and Provides Corporate Updates

    Bexicaserin (LP352) received Breakthrough Therapy designation (BTD) for the treatment of seizures associated with Developmental and Epileptic Encephalopathies (DEEs) for patients two years of age or older Bexicaserin demonstrated a sustained, durable response in seizure reduction and a favorable safety and tolerability profile across a broad range of DEEs in an interim analysis of the Open-Label Extension (OLE) of the Phase 1b/2a PACIFIC Study Completed End of Phase 2 Meeting to discuss Longboard's global Phase 3 program for bexicaserin, which is on track to initiate in H2 2024 Longboard plans to host an Investor & Analyst Event on September 16 to highlight details of the global P

    8/1/24 4:01:00 PM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care

    Longboard Pharmaceuticals to Report Second Quarter 2024 Financial Results and Host Corporate Update Call on August 1

    Conference call to discuss corporate updates, including Phase 1 single ascending dose (SAD) topline data for LP659 in healthy volunteers Conference call and webcast to be held August 1 at 4:30pm ET (1:30pm PT) Longboard Pharmaceuticals, Inc. (NASDAQ:LBPH), a clinical-stage biopharmaceutical company focused on developing novel, transformative medicines for neurological diseases, today announced that it plans to release second quarter 2024 financial results and provide a corporate update, including topline Phase 1 SAD data for LP659, its centrally acting, highly selective sphingosine-1-phosphate (S1P) receptor modulator, on August 1, 2024. The Company will host a conference call and we

    7/29/24 9:15:00 AM ET
    $LBPH
    Biotechnology: Pharmaceutical Preparations
    Health Care