Transforms Nuvation Bio into late-stage global
oncology company with potential to become a commercial organization
by the end of 2025
Shareholders of Nuvation Bio and AnHeart
Therapeutics immediately prior to close now own approximately 67%
and 33%, respectively, of Nuvation Bio on a fully diluted basis
Nuvation Bio Inc. (NYSE: NUVB), a late-stage, global
biopharmaceutical company tackling some of the greatest unmet needs
in oncology by developing differentiated and novel therapeutic
candidates, today announced the completion of the acquisition of
AnHeart Therapeutics Ltd. (AnHeart), a late-stage, global
biopharmaceutical company developing novel precision therapies for
people with cancer. With the acquisition’s completion, AnHeart is
now a wholly-owned subsidiary of Nuvation Bio.
“The closing of the acquisition transforms Nuvation Bio into a
late-stage, global oncology company that is well-capitalized and
positioned to develop our newly expanded pipeline as we move toward
becoming a commercial organization,” said David Hung, M.D.,
Founder, President, and Chief Executive Officer of Nuvation Bio.
“We welcome the AnHeart team and look forward to leveraging our
combined expertise to bring new cancer therapies to patients who
need them most.”
Nuvation Bio will continue to be led by its current management
team, including David Hung, M.D., its Founder, President, and Chief
Executive Officer. In addition, Min Cui, Ph.D., Founder and
Managing Director of Decheng Capital, an investor in AnHeart, and
Junyuan Jerry Wang, Ph.D., Co-Founder and Chief Executive Officer
of AnHeart, have joined the Nuvation Bio board of directors.
Following completion of the acquisition, Nuvation Bio issued to
the AnHeart security holders, in exchange for all outstanding
AnHeart shares, options, and other securities, approximately
43,590,188 shares of Nuvation Bio’s Class A common stock (inclusive
of the shares of Class A common stock underlying the AnHeart equity
awards assumed by Nuvation Bio), 851,202 shares of Nuvation Bio’s
Series A Non-Voting Convertible Preferred Stock (automatically
convertible into 85,120,200 shares of Nuvation Bio’s Class A common
stock upon the approval of Nuvation Bio’s stockholders), and
warrants collectively exercisable for approximately 2,893,731
shares of Nuvation Bio’s Class A common stock at an exercise price
of $11.50 per share.
Advisors Evercore acted as Nuvation Bio’s exclusive
financial advisor and Cooley LLP acted as legal counsel, alongside
Morrison & Foerster LLP as intellectual property counsel,
Haiwen & Partners as Chinese legal counsel, and Conyers as
Cayman Islands legal counsel. Davis Polk & Wardwell LLP acted
as legal counsel for AnHeart, alongside Fangda Partners as Chinese
legal counsel and Walkers (Cayman) LLP as Cayman Islands legal
counsel.
About Nuvation Bio Nuvation Bio is a late-stage,
global biopharmaceutical company tackling some of the greatest
unmet needs in oncology by developing differentiated and novel
therapeutic candidates. Nuvation Bio’s portfolio of development
candidates includes taletrectinib (ROS1), safusidenib (mIDH1),
NUV-868 (BET), and NUV-1511 (DDC). Nuvation Bio was founded in 2018
by biopharma industry veteran David Hung, M.D., who previously
founded Medivation, Inc., which brought to patients one of the
world’s leading prostate cancer medicines. Nuvation Bio has offices
in New York, San Francisco, and Shanghai. For more information,
please visit www.nuvationbio.com and
https://www.linkedin.com/company/nuvationbio/.
Forward Looking Statements Certain statements
included in this press release that are not historical facts are
forward-looking statements for purposes of the safe harbor
provisions under the United States Private Securities Litigation
Reform Act of 1995. Forward-looking statements are sometimes
accompanied by words such as “believe,” “may,” “will,” “estimate,”
“continue,” “anticipate,” “intend,” “expect,” “should,” “would,”
“plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook”
and similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to, the
expected timing of establishing a commercial organization,
potential therapeutic benefit of Nuvation Bio’s product candidates,
development of our pipeline, and the sufficiency of Nuvation Bio’s
current cash balance to fund ongoing activities. 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 Nuvation Bio and are not predictions of actual performance.
These forward-looking statements are subject to a number of risks
and uncertainties that may cause actual results to differ from
those anticipated by the forward-looking statements, including but
not limited to the risk that the Acquisition may not close due to
the failure of closing conditions to be satisfied or other reasons
and the challenges associated with conducting drug discovery and
initiating or conducting clinical trials due to, among other
things, difficulties or delays in the regulatory process, enrolling
subjects or manufacturing or acquiring necessary products; the
emergence or worsening of adverse events or other undesirable side
effects; risks associated with preliminary and interim data, which
may not be representative of more mature data; and competitive
developments. Risks and uncertainties facing Nuvation Bio are
described more fully in its Form 10-K filed with the SEC on
February 29, 2024, under the heading “Risk Factors,” and other
documents that Nuvation Bio has filed or will file with the SEC.
You are cautioned not to place undue reliance on the
forward-looking statements, which speak only as of the date of this
press release. Nuvation Bio disclaims any obligation or undertaking
to update, supplement or revise any forward-looking statements
contained in this press release.
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Nuvation Bio Investor Contact: ir@nuvationbio.com
Nuvation Bio Media Contact:
nuvation@argotpartners.com
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