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Flex Pharma, Inc. (FLKS) SEC Filing 10-K Annual report for the fiscal year ending Monday, December 31, 2018

Flex Pharma, Inc.

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CIK: 1615219 Ticker: FLKS


Flex Pharma Reports Fourth Quarter and Fiscal 2018 Financial Results
March 6, 2019

Boston, MA - Flex Pharma, Inc. (NASDAQ: FLKS), today announced its financial results for the three months and fiscal year ended December 31, 2018.

On January 3, 2019, Flex Pharma (the "Company") and Salarius Pharmaceuticals, LLC ("Salarius") entered into an Agreement and Plan of Merger (the "Merger Agreement") pursuant to which, among other things, Falcon Acquisition Sub, LLC, a wholly owned subsidiary of the Company, will merge with and into Salarius, with Salarius continuing as a wholly owned subsidiary of the Company and the surviving company. On February 14, 2019, the Company filed a registration statement on Form S-4 with the Securities and Exchange Commission that provides additional information related to the merger. The merger is expected to close in the first half of 2019. The Company continues to sell HOTSHOT, its consumer product that helps to prevent and treat exercise associated muscle cramps.

The Merger Agreement (i) values Flex Pharma at $10.5 million, subject to adjustment, on a dollar-for-dollar basis, based on Flex Pharma's net cash balance at the closing of the merger compared to a target net cash of $3.3 million, and (ii) values Salarius at $36.6 million, subject to adjustment, on a dollar-for-dollar basis, based on the sale of Series A Preferred Units pursuant to subscription agreements that Salarius entered into prior to the Merger Agreement compared to the target sale of $7.0 million of Series A Preferred Units.

Under the Merger Agreement, immediately following the effective time of the merger, Flex Pharma’s current stockholders will own approximately 19.9% of the combined company, on a partially-diluted basis, and Salarius’ current members will own approximately 80.1% of the combined company, on a partially-diluted basis.

In addition, at or prior to the closing of the merger, Flex Pharma will pay a dividend of or distribute one right per share of the Company’s common stock to its stockholders of record as of a date and time determined by the Company’s board of directors. Each right will entitle such stockholders to receive a warrant to purchase shares of Flex Pharma’s common stock (“Warrant”) six months and one day following the closing date of the merger.



The following information was filed by Flex Pharma, Inc. (FLKS) on Wednesday, March 6, 2019 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-K Annual Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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Flex Pharma, Inc.'s Definitive Proxy Statement (Form DEF 14A) filed after their 2019 10-K Annual Report includes:

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Inside Flex Pharma, Inc.'s 10-K Annual Report:

Financial Statements, Disclosures and Schedules

Inside this 10-K Annual Report

Document And Entity Information
Consolidated Balance Sheet (Parenthetical)
Consolidated Balance Sheets
Consolidated Statement Of Cash Flows
Consolidated Statements Of Comprehensive Loss
Consolidated Statements Of Operations
Consolidated Statements Of Stockholders' Equity
Accrued Expenses And Other Current Liabilities
Accrued Expenses And Other Current Liabilities (Tables)
Accrued Expenses And Other Current Liabilities - Narrative (Details)
Accrued Expenses And Other Current Liabilities - Schedule Of Accrued Expenses And Other Current Liabilities (Details)
Accrued Expenses And Other Current Liabilities - Schedule Of Restructuring And Related Costs (Details)
Cash Equivalents And Marketable Securities
Cash Equivalents And Marketable Securities (Details)
Cash Equivalents And Marketable Securities (Tables)
Commitments And Contingencies
Commitments And Contingencies (Details)
Common Stock
Common Stock (Tables)
Common Stock - Narrative (Details)
Common Stock - Restricted Common Stock Activity (Details)
Common Stock - Shares Reserved For Future Issuance (Details)
Fair Value Measurements
Fair Value Measurements (Details)
Fair Value Measurements (Tables)
Income Taxes
Income Taxes (Tables)
Income Taxes - Narrative (Details)
Income Taxes - Schedule Of Deferred Tax Assets And Liabilities (Details)
Income Taxes - Schedule Of Effective Income Tax Rate Reconciliation (Details)
Inventory
Inventory (Details)
Inventory (Tables)
Net Loss Per Share
Net Loss Per Share (Details)
Net Loss Per Share (Tables)
Organization And Operations
Organization And Operations (Details)
Preferred Stock
Preferred Stock (Details)
Property And Equipment, Net
Property And Equipment, Net (Details)
Property And Equipment, Net (Tables)
Quarterly Financial Information (Unaudited)
Quarterly Financial Information (Unaudited) (Details)
Quarterly Financial Information (Unaudited) (Tables)
Related Parties
Related Parties (Details)
Restricted Cash
Restricted Cash (Details)
Revenue From Contracts With Customers
Revenue From Contracts With Customers (Details)
Segment Information
Segment Information (Details)
Segment Information (Tables)
Stock-Based Compensation
Stock-Based Compensation (Tables)
Stock-Based Compensation - Narrative (Details)
Stock-Based Compensation - Schedule Of Fair Value Assumptions (Details)
Stock-Based Compensation - Summary Of Stock Option Activity (Details)
Stock-Based Compensation - Summary Of Stock-Based Compensation Expense (Details)
Subsequent Events
Subsequent Events (Details)
Summary Of Significant Accounting Policies
Summary Of Significant Accounting Policies (Policies)
Summary Of Significant Accounting Policies (Tables)
Summary Of Significant Accounting Policies - Depreciation Over Estimated Useful Life (Details)
Summary Of Significant Accounting Policies - Narrative (Details)
Summary Of Significant Accounting Policies - Reconciliation Of Cash, Cash Equivalents And Restricted Cash (Details)
Ticker: FLKS
CIK: 1615219
Form Type: 10-K Annual Report
Accession Number: 0001615219-19-000008
Submitted to the SEC: Wed Mar 06 2019 11:11:11 AM EST
Accepted by the SEC: Wed Mar 06 2019
Period: Monday, December 31, 2018
Industry: Pharmaceutical Preparations

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