NEWARK, N.J. and GAINESVILLE, Fla., March 26, 2025 (GLOBE NEWSWIRE) — Rafael Holdings, Inc. (NYSE: RFL), and Cyclo Therapeutics, Inc. (NASDAQ: CYTH) today announced the closing of their business combination following approval by shareholders of both companies. Rafael Holdings issued shares of its Class B common stock to Cyclo Therapeutics’ shareholders representing approximately 22% of the combined company, based on the exchange ratio in the merger agreement between the parties determined to be 0.3525. Rafael also issued warrants to purchase shares of Rafael Class B common stock to certain holders of Cyclo warrants. Rafael Holdings has identified Trappsol Cyclo as its lead clinical asset and looks forward to the TransportNPC 48-week interim analysis. TransportNPC is a prospective, randomized, double-blind, placebo controlled, multi-center therapeutic study in Pediatric and Adult Patients with Niemann-Pick Disease Type C1.
“The merger with Cyclo Therapeutics is a major step forward in our strategy to develop clinical stage assets in areas of high unmet medical need,” said Bill Conkling, President and CEO of Rafael Holdings. Bill added, “We are impressed with the execution of the team in fully enrolling a comprehensive clinical trial in NPC and we eagerly await the interim analysis in the middle of 2025. Rafael Holdings is excited to welcome the talented Cyclo Therapeutics’ team and we are committed to leveraging our resources to help bring Trappsol® Cyclo™ to NPC patients.”
N. Scott Fine, Chief Executive Officer of Cyclo Therapeutics, commented, “We are extremely pleased to announce the completion of our merger with Rafael Holdings and believe that the strength of the combined companies solidifies our commitment to deliver the results of the TransportNPC™ trial for our shareholders and patients suffering from this debilitating and fatal disease. Our partnership with Rafael Holdings during the last two years has enabled Cyclo to get to where we are today and we are thankful to their management team.”
Schwell Wimpfheimer & Associates served as legal advisor to Rafael Holdings and Fox Rothschild LLP served as legal advisor to Cyclo Therapeutics. Cassel Salpeter & Co. acted as financial advisor to the special committee of the Cyclo Therapeutics Board of Directors in connection with the transaction.
About Rafael Holdings, Inc.
Rafael Holdings, Inc. is a biotechnology company with interests in clinical and early-stage pharmaceutical companies including a 100% interest in Cyclo Therapeutics, LLC, a biotechnology company dedicated to developing Rafael’s lead clinical candidate, Trappsol® Cyclo™, which is being evaluated in clinical trials, including an ongoing Phase 3 trial for the potential treatment of Niemann-Pick Disease Type C1 (“NPC1”), a rare, fatal, and progressive genetic disorder. Rafael also holds a majority interest in LipoMedix Pharmaceuticals Ltd., a clinical stage pharmaceutical company, Barer Institute Inc., a wholly owned preclinical cancer metabolism research operation, a majority interest in Cornerstone Pharmaceuticals, Inc., formerly known as Rafael Pharmaceuticals Inc., a cancer metabolism-based therapeutics company, a majority interest in Rafael Medical Devices, LLC, an orthopedic-focused medical device company developing instruments to advance minimally invasive surgeries, and a majority interest in Day Three Labs, Inc., a company which empowers third-party manufacturers to reimagine their existing cannabis offerings enabling them to bring to market better, cleaner, more precise and predictable versions by utilizing Day Three’s technology and innovation like Unlokt™.
About Cyclo Therapeutics, LLC.
Cyclo Therapeutics, LLC. (“Cyclo”) is a wholly owned subsidiary of Rafael Holdings, Inc. (NYSE: RFL). Cyclo is a clinical-stage biotechnology company dedicated to developing life-changing medicines through science and innovation for patients and families living with disease. The Company’s Trappsol® Cyclo™, an orphan drug designated product in the United States and Europe, is the subject of four formal clinical trials for Niemann-Pick Disease Type C1, a rare and fatal genetic disease, (www.ClinicalTrials.gov NCT02939547, NCT02912793, NCT03893071 and NCT04860960). Cyclo is conducting a Phase 2b clinical trial using Trappsol® Cyclo™ intravenously in early Alzheimer’s disease (NCT05607615) based on encouraging data from an Expanded Access program for Alzheimer’s disease (NCT03624842).
