Tango Therapeutics, Inc. (“Tango Therapeutics” or “Tango”), a
biotechnology company committed to discovering and delivering the
next generation of precision cancer medicines, today announced the
completion of its business combination with BCTG Acquisition Corp.
(Nasdaq: BCTG), a special purpose acquisition company (SPAC)
sponsored by Boxer Capital. Tango Therapeutics, Inc., the resulting
combined company, will commence trading on the Nasdaq Capital
Market under the symbol “TNGX” on August 11, 2021. Tango will have
a total cash position of approximately $515 million after
transactions costs, which includes approximately $342 million from
BCTG’s trust account and the private investment in public equity
(PIPE) financing expected to fund later today. BCTG’s shareholders
approved the transaction on August 9, 2021. The transaction was
previously approved by Tango Therapeutics’ shareholders. Tango
Therapeutics’ management team will continue to be led by Barbara
Weber, MD, President and Chief Executive Officer.
“Our strategy for developing precision oncology therapies, along
with the capital raised from this transaction, positions us well to
advance our lead programs into the clinic, developing potentially
transformational therapies for genetically-defined patient
populations,” said Dr. Weber. “I want to again thank the many
people involved in making this transaction a success, including our
new and existing investors, and the Tango, Boxer and BCTG
teams.”
“Tango’s commitment to developing novel, impactful cancer
therapies is demonstrated with its lead program, a synthetic lethal
inhibitor of PRMT5 in cancers with MTAP deletion, which has the
potential to address a significant patient population across
multiple cancer types,” said Aaron Davis, co-founder and Chief
Executive Officer of Boxer Capital, LLC and Chairman and Chief
Executive Officer of BCTG Acquisition Corp. “We are proud to
support Tango as they transition to a public company.”
Summary of Transaction
On April 13, 2021, Tango Therapeutics, a privately held
biotechnology company, entered into a definitive business
combination agreement with BCTG Acquisition Corp., a SPAC sponsored
by Boxer Capital, that was created for the purpose of entering into
a business combination with a biopharmaceutical company focused on
targeted oncology.
As a result of the business combination, Tango Therapeutics
expects to receive gross proceeds of approximately $342 million,
which consists of cash proceeds of approximately $156 million from
BCTG’s trust account (after redemptions of approximately $11
million) and approximately $186 million from PIPE investors led by
Boxer Capital, as well as Avoro Capital Advisors, Bain Capital Life
Sciences, EcoR1 Capital, Farallon Capital, Fidelity Management
& Research Company LLC, Foresite Capital, Janus Henderson
Investors, Logos Capital, RA Capital Management, Samsara
BioCapital, Southpoint Capital, Surveyor Capital (a Citadel
company) and Woodline Partners LP, in addition to existing Tango
Therapeutics shareholders including Casdin Capital, Cormorant Asset
Management and Gilead Sciences.
The description of the business combination contained herein is
only a high-level summary and is qualified in its entirety by
reference to the underlying documents filed with the U.S.
Securities and Exchange Commission. A more detailed description of
the terms of the transaction has been provided in a proxy
statement/prospectus filed with the U.S. Securities and Exchange
Commission on July 16, 2021 and mailed to BCTG shareholders
commencing on July 19, 2021.
Advisors
Goldman Sachs & Co. LLC and SVB Leerink acted as financial
advisors for BCTG Acquisition Corp. Goldman Sachs & Co. LLC,
SVB Leerink, and Guggenheim Securities, LLC acted as private
placement agents for BCTG Acquisition Corp. Barclays acted as
capital markets and financial advisor to Tango. Wedbush PacGrow
also acted as an advisor to Tango. Goodwin Procter LLP acted as
legal counsel to Tango. Loeb & Loeb LLP acted as legal counsel
to BCTG Acquisition Corp. Cooley LLP acted as legal counsel to the
private placement agents.
About Tango Therapeutics
Tango Therapeutics is a biotechnology company dedicated to
discovering novel drug targets and delivering the next generation
of precision medicine for the treatment of cancer. Using an
approach that starts and ends with patients, Tango leverages the
genetic principle of synthetic lethality to discover and develop
therapies that take aim at critical targets in cancer. This
includes expanding the universe of precision oncology targets into
novel areas such as tumor suppressor gene loss and their
contribution to the ability of cancer cells to evade immune cell
killing. For more information, please visit www.tangotx.com.
Forward-Looking Statements
This document contains certain forward-looking statements within
the meaning of the federal securities laws with respect to the
proposed transaction between BCTG Acquisition Corp. (“BCTG”) and
Tango Therapeutics, Inc. (“Tango”). These forward-looking
statements generally are identified by the words “believe,”
“project,” “expect,” “anticipate,” “estimate,” “intend,”
“strategy,” “future,” “opportunity,” “plan,” “may,” “should,”
“will,” “would,” “will be,” “will continue,” “will likely result,”
and similar expressions. These forward-looking statements include,
but are not limited to, timing of the funding of the PIPE
transaction, statements regarding Tango's business strategy, cash
resources, current and prospective product candidates, planned
preclinical activities, clinical trials, IND and other regulatory
filings and potential product approvals, and the potential for
market acceptance of any approved products and the related market
opportunity. These statements are based on various assumptions,
whether or not identified in this press release, and on the current
expectations of the management team of Tango and are not
predictions of actual performance. These forward-looking statements
are provided for illustrative purposes only and are not intended to
serve as, and must not be relied on as, a guarantee, an assurance,
a prediction or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. Many actual events and
circumstances are beyond the control of Tango. These
forward-looking statements are subject to a number of risks and
uncertainties, including those factors discussed in the proxy
statement/prospectus filed with the SEC on July 16, 2021, under the
heading "Risk Factors," and other documents that BCTG or Tango has
filed or will file, with the SEC. If any of these risks materialize
or Tango's assumptions prove incorrect, actual results could differ
materially from the results implied by these forward-looking
statements. There may be additional risks that Tango does not
presently know, or that Tango currently believes are immaterial,
that could also cause actual results to differ from those contained
in the forward-looking statements. In addition, forward-looking
statements reflect Tango's expectations, plans or forecasts of
future events and views as of the date of this press release. Tango
anticipates that subsequent events and developments will cause
Tango's assessments to change. However, while Tango may elect to
update these forward-looking statements at some point in the
future, Tango specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing Tango's assessments of any date subsequent to the date
of this press release. Accordingly, undue reliance should not be
placed upon the forward-looking statements.
Investor Contact:Sam MartinArgot
Partnerstango@argotpartners.com
Media Contact:Joshua R. Mansbach Argot Partners
tango@argotpartners.com
BCTG Contact:Christina MartinezBCTG Acquisition
Corp.(858) 400-3120
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