BioXcel Therapeutics Files Chapter 11, Agrees Stalking‑Horse Sale to Teva

What Happened

• BioXcel Therapeutics, Inc. and two subsidiaries filed voluntary Chapter 11 petitions in the U.S. Bankruptcy Court for the District of Delaware on August 27, 2026. The debtors will operate as debtors‑in‑possession and have requested joint administration of the cases.
• The company entered a stalking‑horse asset purchase agreement (the “Stalking Horse APA”) with Teva Pharmaceuticals International GmbH (Teva). Under the APA Teva would buy substantially all assets for $57.5 million in upfront cash, assume specified liabilities, and pay up to $67.5 million in contingent development milestone payments tied to the pending sNDA for IGALMI® at‑home use (plus potential commercial milestones of up to $20 million depending on timing and sales). The sale is subject to higher bids at an auction and court approval.
• BioXcel filed motions for usual “first‑day” relief and for approval of debtor‑in‑possession (DIP) financing. The proposed DIP is expected to be provided by affiliates of Oaktree Capital Management and the Qatar Investment Authority and would include up to $19 million of new money (two draws of up to $9.5M each) and roll‑up loans converting up to $58.25 million of prepetition debt into DIP obligations. Samir Saleem was appointed Chief Restructuring Officer to help manage the process.

Key Details

• Filing date: August 27, 2026; cases pending in District of Delaware (joint administration requested).
• Stalking‑Horse APA: $57.5M upfront cash + up to $67.5M development milestone payments tied to IGALMI sNDA; possible additional $20M commercial milestones.
• Proposed DIP financing: up to $19M new money (two draws of $9.5M) and up to $58.25M roll‑up of prepetition obligations; expected DIP lenders are affiliates of Oaktree and Qatar Investment Authority.
• CRO appointed: Samir Saleem; sale process to proceed under Section 363 and is subject to court approval and higher bids.

Why It Matters

• For investors, the filing signals a formal Chapter 11 sale process that could result in a purchase of substantially all company assets rather than a reorganization. The stalking‑horse bid by Teva sets a floor but does not guarantee a sale—final outcome depends on the auction and court approvals.
• The proposed DIP financing is intended to keep operations running during the case; however, the company faces material uncertainty including court rulings, regulatory milestone timing (the IGALMI sNDA), and possible objections from creditors or other parties.
• Material cash consideration up front is limited ($57.5M); meaningful additional value depends on contingent milestones tied to regulatory outcomes and future sales, so investors should monitor court filings and case developments (docket and notices: https://cases.stretto.com/BioXcel).