Evoke Pharma to Be Acquired by QOL Medical for $11.00 per Share, Marking a 139.7% Premium

All-Cash Deal Highlights GIMOTI®’s Strategic Value

Evoke Pharma (NASDAQ:EVOK) has entered into a definitive agreement to be acquired by QOL Medical, LLC for $11.00 per share in cash, representing a premium of 139.7% over the most recent Nasdaq closing price. The acquisition reflects the strategic significance of Evoke’s primary commercial product, GIMOTI®—the first and only FDA-approved nasal spray formulation of metoclopramide for treating acute and recurrent diabetic gastroparesis in adults.

Unanimous Board Approval and Straightforward Transaction Structure

The transaction, approved by the boards of both Evoke Pharma and QOL Medical, is structured as a tender offer. QOL Medical will acquire all outstanding shares in cash, with closing targeted by the end of 2025. There is no financing condition: QOL will use cash on hand to fund the purchase. Stifel and Latham & Watkins serve as Evoke’s financial and legal advisors, while Hill Ward Henderson counsels QOL Medical.

Focus on Gastrointestinal Solutions and Commercial Expansion

Evoke has established itself as a niche specialist in GI diseases, most notably with GIMOTI®, a nasal spray solution for diabetic gastroparesis—a condition where stomach emptying is severely delayed, affecting millions. GIMOTI® addresses a meaningful unmet need: before its approval, metoclopramide was only available in oral and injectable forms. The product stands as the only FDA-approved drug for gastroparesis in the U.S. today.

QOL Medical, founded in 2003, specializes in rare and underserved gastrointestinal and orphan diseases. This acquisition expands QOL’s portfolio and strengthens its presence among both patients and healthcare providers. Derick Cooper, QOL’s CEO, emphasized the complementary nature of this deal and its alignment with the company’s commitment to specialty GI care.

Patient Safety Remains Paramount

As GIMOTI® continues to grow, patient safety remains central. Notably, GIMOTI® carries a boxed warning for tardive dyskinesia, a serious movement disorder, limiting recommended use to less than 12 weeks. It is contraindicated in patients with certain pre-existing conditions and is not recommended for children or those with significant renal or hepatic impairment. The most common adverse reactions are dysgeusia (altered taste), headache, and fatigue.

What Investors Should Know Next

The tender offer will formally launch with SEC filings including a Schedule TO from QOL Medical and a Schedule 14D-9 from Evoke Pharma. Shareholders should review all related materials carefully when available. As always with acquisition deals, investors should watch for competing offers, regulatory hurdles, and tender acceptance thresholds, but this agreement’s unanimous board approval and all-cash, no-contingency terms make it structurally robust.

This deal is not only about a healthy buyout premium, but about a rare disease therapy finding new backing to support its next chapter of growth and patient impact. With completion expected by the end of 2025, this is a strategic move that places Evoke’s GI expertise in the hands of an established specialist eager to build on that legacy.

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