Biotech Acquisition Company (Nasdaq: BIOT), a publicly traded special purpose acquisition company affiliated with SPRIM Global Investments, and Blade Therapeutics, Inc., a biopharmaceutical company based in South San Francisco, Calif., announced today that they have entered into a definitive merger agreement. Upon the closing of the transaction, which is anticipated to occur in the first quarter of 2022, the combined company will be renamed Blade Biotherapeutics, Inc., and is expected to be listed on Nasdaq under the symbol “BBTX.” Blade and BAC’s joint investor presentation to discuss the proposed merger can be accessed via webcast by clicking here.
Michael Shleifer, Ph.D., chairman and CEO of BAC, co-founder and managing partner of SPRIM Global Investments, and a board nominee of the combined company, said, “BAC and SPRIM have leveraged deep biopharmaceutical expertise to bring an important biotechnology opportunity to investors. We believe that the proposed merger of Blade and BAC will build near- and long-term value.”
Wendye Robbins, M.D., president and CEO of Blade and a board nominee of the combined company, said, “We view Blade’s science as world-class, with a clinical-stage pipeline targeting diseases that remain undertreated. We believe that this proposed merger will advance our mission to bring lifechanging treatments to patients with devastating diseases.”
Blade expects to advance a differentiated pipeline of oral, small-molecule therapies with diseasemodifying potential that includes a non-competitive autotaxin inhibitor and inhibitors of dimeric calpains designed for the potential treatment of lung, liver and cardiac fibrosis or neurodegenerative diseases.
Blade’s lead investigational medicine is cudetaxestat, a non-competitive, reversible inhibitor of autotaxin that is planned to enter a phase 2 clinical study in patients with idiopathic pulmonary fibrosis in the first half of 2022. Cudetaxestat has demonstrated direct anti-fibrotic activity and differentiating preclinical and biochemical characteristics which support the potential for a treatment profile in lung and liver fibrosis. Available data from completed phase 1 studies have shown that cudetaxestat was well tolerated with a demonstrated pharmacokinetic/pharmacodynamic correlation and biomarker activity, and a supportive clinical safety profile.
In neurodegeneration, Blade’s lead product candidate is BLD-2184, a CNS-penetrant calpain inhibitor as a potential treatment option for inherited (genetic) poly-Q neurodegenerative conditions such as Huntington’s disease and spinocerebellar ataxia type 3 (SCA3 or Machado-Joseph disease) and other neurodegenerative disorders (e.g., Parkinson’s disease, Lewy body dementia, multiple system atrophy). Pending completion of the investigational new drug (IND) application process and subsequent regulatory activation of the IND, Blade plans to start a phase 1 clinical study in healthy volunteers in the first half of 2022.
Transaction Overview
The combined company is expected to have a post-transaction enterprise value of approximately $352.8 million based on an assumed 58 million shares of common stock outstanding, an illustrative price per share of $10.00, and assuming no redemptions by BAC’s existing shareholders. The transaction is expected to provide a pro forma cash balance of approximately $254.3 million to the combined company, before deducting estimated transaction expenses of $25.0 million and including an approximately $24.3 million private investment in public equity (PIPE) priced at $10.00 per share and $230.0 million of net cash held in BAC’s trust, assuming no redemptions by BAC’s existing shareholders.
PIPE financing is anchored by leading institutional investors, including Deerfield Management, Pfizer Ventures, Bristol Myers Squibb, MPM Capital and Osage University Partners. As part of the transaction, the outstanding equity of Blade will be converted into equity of the combined company.
The net proceeds from the transaction are expected to be used to support clinical, manufacturing and preclinical activities for the combined company’s lead product candidates, development of additional pipeline programs, and for working capital and general corporate purposes.
The combined company will be led by experienced biopharma executives, including Wendye Robbins, M.D., as president and CEO, and Jean–Frédéric Viret, Ph.D., as CFO. Mark Timney, Blade’s current chairman of the board, will be nominated as chairman of the combined company’s board of directors.
The boards of directors of BAC and Blade have unanimously approved the proposed transaction. Completion of the transaction is subject, among other things, to shareholder approval by each of BAC and Blade as well as the satisfaction or waiver of certain other customary closing conditions. Prior to the consummation of the transaction, BAC will re-domesticate from the Cayman Islands to become a Delaware corporation.
Additional information about the merger, including a copy of the merger agreement and investor presentation, will be provided in a Current Report on Form 8-K to be filed by BAC with the SEC and will be available at the SEC’s website at www.sec.gov. Information will also be available on the websites of BAC (bioacq.com) and Blade (blademed.com).
Advisors
Barclays Capital Inc. (“Barclays”) is acting as lead PIPE placement agent and financial and capital markets advisor to Blade, and Lazard is acting as lead financial advisor to Blade. Cantor Fitzgerald & Co. (“Cantor”) is acting as co-placement agent, exclusive financial advisor and capital markets advisor to BAC.
Latham & Watkins LLP is serving as legal advisor to Blade, Ellenoff Grossman & Schole LLP is serving as legal advisor to BAC, and Simpson Thacher & Bartlett LLP is acting as legal advisor to Barclays and Cantor in their role as placement agents for institutional investors for the PIPE.
About Biotech Acquisition Company
Biotech Acquisition Company raised $230 million in its initial public offering in January 2021. The Class A ordinary shares and warrants of BAC trade on the Nasdaq Capital Market under the symbols “BIOT” and “BIOTW,” respectively. BAC is a blank check company, incorporated as a Cayman Islands exempted company, formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or other similar business combination with one or more businesses. BAC believes that a business combination with a company focused on the healthcare sector will complement the background and expertise of SPRIM Global Investments, a global investment firm in the life sciences and healthcare industries, which is an affiliate of BAC and of several members of the management team behind BAC. BAC is led by Dr. Michael Shleifer, its CEO and chairman.
About Blade Therapeutics
Blade Therapeutics, Inc. is a biopharmaceutical company focused on developing cutting-edge treatments for debilitating, incurable fibrotic and neurodegenerative diseases that impact millions of people worldwide. The company has deep expertise in novel biological pathways – including autotaxin / LPA and calpain biology – that are foundational to cell- and tissue-damage responses resulting from protein deposition or aggregation associated with fibrotic and neurodegenerative diseases. Blade expects to advance a differentiated pipeline of oral, small-molecule therapies that include a noncompetitive autotaxin inhibitor and inhibitors of dimeric calpains designed for potential treatment of lung, liver and cardiac fibrosis or neurodegenerative diseases. The company’s focused approach offers the potential to produce disease-modifying, life-saving therapies. Visit www.blademed.com for more information and follow Blade on LinkedIn.
