Post-merger, the combined firm, which is expected to operate as TuHURA Biosciences and trade on Nasdaq Capital Market, will focus on advancing Morphogenesis’ two technologies designed to overcome the main obstacles that restrict the effectiveness of current immunotherapies in cancer treatment
US-based biotechnology companies CohBar and Morphogenesis have signed an all-stock merger deal to form a new entity to advance a late-stage oncology pipeline.
Both CohBar and Morphogenesis are clinical-stage companies. The former, which is listed on Nasdaq, is involved in leveraging mitochondria and its encoded peptides to develop potential breakthrough therapeutics for chronic and age-related diseases.
Morphogenesis is privately-held firm that is developing new personalised cancer vaccines and tumour microenvironment modulators for overcoming resistance to presently available immunotherapies.
Its lead personalised cancer vaccine candidate is IFx-Hu2.0. The vaccine candidate is designed to prime the activation of the immune system for targeting and attacking tumour cells by making them appear like bacteria.
Post-merger, the combined firm is expected to operate as TuHURA Biosciences and trade on Nasdaq Capital Market. Its focus will be on advancing Morphogenesis’ two technologies designed to overcome the main obstacles that restrict the effectiveness of current immunotherapies in cancer treatment.
The two technologies are Immune Fx (IFx) personalised cancer vaccines and Tumour Microenvironment (TME) modulators, which will be used for targeting large unmet medical needs across a range of cancers.
Morphogenesis CEO James Bianco said: “We are gearing up to initiate our Phase 2/3 registration study for IFx-Hu2.0 early next year. Our technology platforms have the potential to significantly increase the number of cancer patients that respond to immunotherapies, such as checkpoint inhibitors.
“This transaction serves as a significant next step in the advancement of our important mission.”
CohBar’s shareholders, on a pro forma basis, are expected to own a stake of around 15% while Morphogenesis’ equityholders will hold a stake of nearly 77%. The merger deal is backed by a $15m private investment in public equity (PIPE) financing.
As per the merger agreement, CohBar’s shareholders will receive a dividend consisting of approximately 3.3 shares of the company’s common stock.
Bianco will be the CEO of the combined company.
CohBar CEO Joseph Sarret said: “Following a thorough review and evaluation, we believe merging with Morphogenesis and leveraging their late-stage pipeline of novel immuno-oncology technologies represents the best path forward for our stockholders and has the potential to deliver near and long-term value.
“Our board and management team believe that the combined company will be well-positioned to develop powerful new therapies with the potential to overcome resistance to current immunotherapies, an area of significant unmet need.”
The deal is anticipated to close in Q3 2023, which is subject to stockholder approval of both firms and other customary conditions.