SOLANA BEACH, Calif., and VERO BEACH, Fla., Dec. 17, 2025 /PRNewswire/ -- Evoke Pharma, Inc. (formerlyNASDAQ: EVOK) ("Evoke") and QOL Medical, LLC ("QOL Medical") today announced that the tender offer (the "Offer") by QOL-EOS Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of QOL Medical (the "Merger Sub"), to acquire all of the outstanding shares of common stock, par value $0.0001 per share (the "Shares"), of Evoke, in exchange for $11.00 in cash per share (the "Offer Price"), ...

Core Viewpoint - British bookmaker Evoke is considering the potential sale of its Italian online business due to anticipated steep tax increases in the upcoming government budget [1] Group 1: Company Actions - Evoke has appointed bankers to explore options regarding the sale of its Italian online operations [1] Group 2: Industry Context - The potential sale is a response to expected significant tax hikes that could impact the profitability of online gambling businesses in Italy [1]

Financial Performance - Net product sales for Q3 2025 reached $4.3 million, a 61% increase year-over-year, bringing year-to-date sales to $11.1 million, a 60% increase compared to the same period in 2024[4] - The net loss for Q3 2025 was approximately $1.2 million, or ($0.45) per share, compared to a net loss of $1.3 million, or ($0.94) per share, in Q3 2024[5] - Net product sales for Q3 2025 reached $4,283,979, a significant increase from $2,654,186 in Q3 2024, representing a growth of approximately 61.3%[25] - The net loss for the nine months ended September 30, 2025, was $4,033,362, compared to a net loss of $4,159,428 for the same period in 2024, showing a slight improvement of approximately 3%[27] - The company reported a net cash used in operating activities of $2,084,485 for the nine months ended September 30, 2025, an improvement from $4,218,700 in the same period of 2024[27] Expenses - Selling, general, and administrative expenses for Q3 2025 were approximately $5.3 million, up from $3.8 million in Q3 2024, primarily due to increased marketing and professional fees[6] - Total operating expenses for the nine months ended September 30, 2025, were $15,114,562, up from $10,951,481 in the same period of 2024, indicating a rise of about 37.5%[25] - Research and development expenses decreased to $56,516 for the nine months ended September 30, 2025, from $16,322 in the same period of 2024, reflecting a substantial increase of about 247.5%[25] - Total other expense for the nine months ended September 30, 2025, was $(35,079), a decrease from $(148,989) in the same period of 2024, indicating an improvement of approximately 76.5%[25] Cash and Liabilities - As of September 30, 2025, Evoke had $11.6 million in cash and cash equivalents, expected to fund operations into Q4 2026[7] - The total liabilities as of September 30, 2025, were $12.3 million, compared to $10.5 million as of December 31, 2024[23] - The total stockholders' equity decreased to $3.4 million as of September 30, 2025, down from $7.0 million as of December 31, 2024[23] - Cash and cash equivalents at the end of the period were $11,576,010, compared to $11,339,032 at the end of the same period in 2024, showing a slight increase of approximately 2.1%[27] Strategic Developments - Evoke entered into a Merger Agreement with QOL Medical, with QOL Medical set to acquire Evoke for $11.00 per share in cash[4] - The proposed transaction with QOL Medical is expected to close in Q4 2025, subject to customary conditions[8] - A new U.S. patent for GIMOTI was received in August 2025, extending expected exclusivity to November 2038[4] - Evoke announced expanded pharmacy access through new relationships with Omnicell and Brentwood Pharmacy, enhancing distribution networks[4] Shareholder Information - The weighted-average shares used to compute basic and diluted net loss per share increased to 2,557,408 in Q3 2025 from 1,399,882 in Q3 2024, indicating a rise of about 83%[25] Accounts Receivable - The company experienced a decrease in accounts receivable by $770,113 for the nine months ended September 30, 2025, compared to a decrease of $1,349,447 in the same period of 2024[27] Interest Income - Interest income for the nine months ended September 30, 2025, was $338,894, compared to $226,353 in the same period of 2024, representing an increase of approximately 49.7%[25]

Financial Position - As of September 30, 2025, the company had cash and cash equivalents of approximately $11.6 million, which is intended to fund commercialization activities for Gimoti and support operations into the fourth quarter of 2026 [110]. - The company has a $5.0 million revolving credit facility from Eversana, which was borrowed in 2020 and is set to expire on December 31, 2026 [107]. - The Eversana Credit Facility provides a revolving credit facility of up to $5.0 million, with an annual interest rate of 10.0% [140]. - As of September 30, 2025, the company had approximately $11.6 million in cash and cash equivalents [141]. Sales Performance - Net product sales for the quarter ended September 30, 2025, were approximately $4.3 million, reflecting a $0.5 million increase compared to the previous quarter [118]. - Net product sales for the three months ended September 30, 2025, increased by approximately $1.6 million, representing a 61% increase compared to the same period in 2024 [130]. - Net product sales for the nine months ended September 30, 2025, increased by approximately $4.2 million, representing a 60% increase compared to the same period in 2024 [135]. Prescription Trends - There were approximately 2,226 new inbound prescriptions into the ASPN reimbursement center during the quarter ended September 30, 2025, representing a 13.6% increase compared to the prior quarter [119]. - Cumulatively, new prescribers increased by 8.1% during the quarter ended September 30, 2025, compared to the quarter ended June 30, 2025 [119]. - Approximately 30% of filled prescriptions for Gimoti were from government programs for the nine months ended September 30, 2025 [120]. Expenses and Losses - The company has incurred losses since inception, with expectations to continue until revenues from Gimoti exceed expenses [109]. - Cost of goods sold for the three months ended September 30, 2025, decreased by approximately $2,000, a 2% reduction compared to the same period in 2024 [131]. - Research and development expenses for the three months ended September 30, 2025, decreased by approximately $6,357, a 100% reduction compared to the same period in 2024 [132]. - Selling, general and administrative expenses for the three months ended September 30, 2025, increased by approximately $1.5 million, a 39% increase compared to the same period in 2024 [133]. - Cost of goods sold for the nine months ended September 30, 2025, increased by approximately $73,238, a 31% increase compared to the same period in 2024 [136]. - Research and development expenses for the nine months ended September 30, 2025, increased by approximately $40,194, a 246% increase compared to the same period in 2024 [137]. - Selling, general and administrative expenses for the nine months ended September 30, 2025, increased by approximately $4.0 million, a 38% increase compared to the same period in 2024 [138]. Merger and Future Plans - The company entered into a Merger Agreement with QOL Medical on November 3, 2025, with an offer price of $11.00 in cash per share, expected to close in the fourth quarter of 2025 [111]. - Future funding requirements will depend on the completion and timing of the merger with QOL Medical [147]. Product Development and Competition - Commercial success of Gimoti is critical, facing competition from established FDA-approved products [147]. - The company must manufacture sufficient quantities of Gimoti to meet demand, relying on contract manufacturers and suppliers [147]. - A single-dose PK clinical trial for Gimoti is planned to characterize dose proportionality, with associated costs [147]. - The company is focused on obtaining and enforcing patents and intellectual property rights, incurring related costs [147]. - Collaborative, licensing, and co-promotion arrangements will impact future funding and operational strategies [147]. - Continued commercial activities for Gimoti are essential for revenue generation [147]. - The company is evaluating costs associated with developing, in-licensing, or acquiring other product candidates [147]. Compliance and Operational Status - The company regained compliance with Nasdaq's Minimum Stockholders' Equity Requirement as of June 20, 2025, after demonstrating compliance over several quarters [112]. - The lease term has been extended from October 31, 2024, to March 31, 2027, with an initial monthly base rent of approximately $6,500 [146].

Core Insights - Evoke Pharma, Inc. has entered into a merger agreement with QOL Medical, which is expected to close in the fourth quarter of 2025, offering shareholders $11.00 per share in cash [8][9][10] - The company reported a significant increase in net product sales for Q3 2025, reaching $4.3 million, a 61% increase year-over-year, contributing to a year-to-date sales total of $11.1 million, up 60% compared to the same period in 2024 [5][9] - The patent life for GIMOTI has been extended through November 2038, enhancing the product's market exclusivity [9] Financial Performance - For Q3 2025, Evoke reported net product sales of $4.3 million, compared to $2.7 million in Q3 2024, with a net loss of approximately $1.2 million, or ($0.45) per share, an improvement from a net loss of $1.3 million, or ($0.94) per share, in the same period of 2024 [5][6][25] - Selling, general, and administrative expenses increased to approximately $5.3 million in Q3 2025 from $3.8 million in Q3 2024, primarily due to higher marketing costs and professional fees [6][25] - As of September 30, 2025, the company had $11.6 million in cash and cash equivalents, which is projected to fund operations into the fourth quarter of 2026 [7] Business Developments - The merger with QOL Medical is seen as a strategic move to enhance growth potential and leverage the value created by the GIMOTI franchise [3][10] - Evoke has expanded pharmacy access through new partnerships with Omnicell and Brentwood Pharmacy, facilitating wider distribution of GIMOTI [9] - The company received a new U.S. patent for GIMOTI in August 2025, which has been listed in the FDA's Orange Book, further solidifying its market position [9]

Core Insights - Recent market activity has seen significant price movements and trading volumes in several companies, reflecting strategic developments and investor sentiment [1] Company Summaries - Denny's Corporation's stock price surged by 50.22%, closing at $6.17, following a $620 million cash deal to take the company private, with an acquisition price of $6.25 per share [2] - Davis Commodities Limited experienced a 51.44% increase in its stock price, closing at $4.72, due to its expansion into the fast-moving consumer goods market in Southeast Asia through its subsidiary [3] - Evoke Pharma's stock price rose by 133.99% to $10.74, amidst an investigation by the Ademi Firm regarding potential breaches of fiduciary duty related to a recent transaction [4] - MSP Recovery, Inc. saw a 39.60% rise in its stock price, closing at $0.72, after entering a non-binding term sheet for a secured term loan facility of up to $55 million to support its healthcare claims recovery operations [5] - PTL Limited's stock price increased by 40.46%, closing at $0.26, following the release of its unaudited financial results for the first half of fiscal year 2025, enhancing its service offerings in marine fuel logistics [6] Market Dynamics - The stock movements of these companies are driven by strategic developments and market dynamics, making them key players to monitor in the financial markets [7]

Core Insights - Class Action Attorney Juan Monteverde's firm, Monteverde & Associates PC, is investigating Evoke Pharma, Inc. regarding its proposed sale to QOL Medical, LLC, where shareholders are set to receive $11.00 per share in cash [1] Group 1: Company Overview - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report and has recovered millions for shareholders [1] - The firm is located in the Empire State Building, New York City, and specializes in class action securities litigation [2] Group 2: Transaction Details - The proposed transaction involves Evoke Pharma, Inc. selling to QOL Medical, LLC, with a cash offer of $11.00 per share for Evoke shareholders [1]

Market Overview - U.S. stocks experienced a decline, with the Nasdaq Composite falling over 350 points, Dow down 0.60% to 47,053.04, NASDAQ down 1.65% to 23,441.48, and S&P 500 down 1.05% to 6,780.03 [1] - Financial shares increased by 0.4%, while information technology stocks decreased by 1.8% [1] Company Performance - Uber Technologies reported a 20% year-over-year revenue growth to $13.47 billion, exceeding analyst expectations of $13.28 billion, and adjusted EPS of 81 cents, beating the consensus estimate of 69 cents [2] - Evoke Pharma shares surged 133% to $10.71 following an acquisition agreement with QOL Medical [8] - PTL Limited shares rose 49% to $0.28 after reporting a year-over-year increase in H1 EPS results [8] - Denny's Corporation shares increased by 50% to $6.16 after announcing an all-cash acquisition deal valued at approximately $620 million, or $6.25 per share [8] - Norwegian Cruise Line Holdings Ltd shares fell 15% to $18.86 after missing third-quarter revenue expectations [8] - JELD-WEN Holding, Inc. shares dropped 28% to $3.01 due to worse-than-expected third-quarter results and a lowered FY25 guidance [8] - Sarepta Therapeutics Inc shares declined 31% to $16.82 after reporting disappointing third-quarter results and a failed clinical study [8] Commodity Market - Oil prices decreased by 0.5% to $60.77, gold fell by 1.1% to $3,970.20, silver dropped 1.5% to $47.345, and copper fell 2.5% to $4.9450 [5] European Market - European shares were mostly lower, with the eurozone's STOXX 600 declining 0.30%, while Spain's IBEX 35 Index fell 0.01%, London's FTSE 100 rose 0.14%, Germany's DAX 40 dipped 0.76%, and France's CAC 40 fell 0.52% [6] Asian Market - Asian markets closed lower, with Japan's Nikkei 225 down 1.74%, Hong Kong's Hang Seng down 0.79%, China's Shanghai Composite down 0.41%, and India's BSE Sensex down 0.62% [7] Economic Indicator - The Logistics Manager's Index remained unchanged at 57.4 in October, matching the previous month's reading [9]

Core Viewpoint - The Ademi Firm is investigating Evoke for potential breaches of fiduciary duty and other legal violations related to its recent transaction, which involves a cash tender offer for shareholders at $11.00 per share [2]. Group 1: Transaction Details - Evoke shareholders are set to receive $11.00 per share in cash through a tender offer [2]. - The transaction includes substantial benefits for Evoke insiders as part of change of control arrangements [2]. - The transaction agreement imposes significant penalties on Evoke for accepting competing bids, which may limit shareholder options [2]. Group 2: Investigation Focus - The investigation by the Ademi Firm centers on the conduct of Evoke's board of directors and whether they are fulfilling their fiduciary duties to all shareholders [2].

Core Viewpoint - The investigation by Halper Sadeh LLC focuses on the fairness of the acquisition of Evoke Pharma, Inc. by QOL Medical, LLC at a price of $11.00 per share in cash for Evoke shareholders [1] Company Summary - Evoke Pharma, Inc. is being sold to QOL Medical, LLC for $11.00 per share in cash [1] - The law firm Halper Sadeh LLC is investigating the transaction to determine if it is fair to Evoke shareholders [1]