NewAmsterdam Pharma to Merge with SPAC.
MANews-(C)2009-2022
Netherlands-based late clinical-stage company NewAmsterdam Pharma Holding B.V., which is focused on the research and development of transformative oral therapies for major cardiometabolic diseases, and US-based special purpose acquisition company Frazier Lifesciences Ccquisition Corp, which is sponsored by an affiliate of Frazier Healthcare Partners, have entered into a definitive business combination agreement, the companies said.
Upon closing of the transaction, a newly formed holding company, NewAmsterdam Pharma company N.V. will be led by Michael Davidson, M.D., chief executive officer of the company. NewAmsterdam's ordinary shares are expected to be listed on NASDAQ under the ticker symbol "NAMS."
NewAmsterdam is expected to receive approximately USD 235m from an upsized and oversubscribed PIPE at USD 10.00 per share plus funds held in FLAC's trust account following any redemptions.
The PIPE was upsized from the initial target of USD 100m due to significant investor demand. The PIPE was co-led by Frazier Healthcare Partners and Bain Capital Life Sciences, and includes new investors RA Capital Management, GMT Capital, Medicxi, Panacea Venture and other institutional investors, in addition to existing NewAmsterdam shareholders Forbion, LSP Dementia Fund and Morningside Ventures.
The proceeds from this transaction, combined with the upfront payment of USD 123m (EUR 115m) received from NewAmsterdam's recently announced licensing agreement with the Menarini Group and NewAmsterdam's existing cash and cash equivalents, would bring NewAmsterdam's total pro forma cash balance to at least USD 470m, which the company believes would be sufficient to fund operations through 2026, beyond the readout of NewAmsterdam's Phase 3 PREVAIL CVOT study and two other pivotal Phase 3 studies.
The transaction is expected to close in the second half of 2022, subject to approval by FLAC's shareholders and the satisfaction or waiver of certain other customary closing conditions.
The boards of directors of both the company and FLAC have unanimously approved the transaction.
Following the close of the transaction, James Topper, M.D., Ph.D., Managing Partner at Frazier Healthcare Partners and chairman of the board of directors and chief executive officer of FLAC, and Nicholas Downing, M.D., Principal at Bain Capital Life Sciences, will join the NewAmsterdam board of directors.
The closing of the business combination would bring NewAmsterdam's...
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