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PDS Biotechnology closes merger with Edge Therapeutics

Immuno-oncology company PDS Biotechnology Corp. completed a stock-for-stock merger transaction with Berkeley Heights, N.J.-based biotechnology company Edge Therapeutics Inc.

The merger was completed after Edge's shareholders approved the deal March 14.

According to a March 18 filing, Princeton, N.J.-based PDS Biotechnology's stockholders will own about 70% of the combined company and Edge stockholders will own about 30% of the combined company.

Edge will now operate as PDS Biotechnology Corp. and the company's stock will trade on the Nasdaq Capital Market under the ticker PDSB starting March 18. Meanwhile, PDS Biotechnology changed its name to PDS Operating Corp.

Following the closing of the merger, Edge implemented a 1-for-20 reverse split of its common stock. The combined company's cash and cash equivalents were about $25 million after the deal's completion.

Completion of the deal resulted in the resignation of Edge's directors. Edge's board appointed Frank Bedu-Addo, Sir Richard Sykes, De Lyle Bloomquist, Gregory Freitag and Andrew Saik as board members of the combined company.

The board appointed Frank Bedu-Addo as CEO and president, Andrew Saik as CFO, Gregory Conn as chief scientific officer, Lauren Wood as chief medical officer and Brad Middlekauff as chief legal officer.

Bedu-Addo said the combined company plans to begin two phase 2 studies and a potential registration trial for its lead product PDS0101 — a treatment for human papillomavirus-related cancers — in the fourth quarter of 2019.

The studies are evaluating PDS0101 as single-drug therapy for high-grade cervical dysplasia and in combination with Merck & Co. Inc.'s Keytruda to treat head and neck cancer. Cervical dysplasia is a precancerous condition in which abnormal cell growth occurs on the surface lining of the cervix.

PDS Biotechnology and Edge are portfolio companies of NetScientific PLC, a venture capital firm specializing in healthcare technology and digital health.

In a separate March 18 release, NetScientific said the directors of its portfolio companies WANDA Inc. and Vortex Biosciences Inc. have decided to wind up the operations of the companies. London-based NetScientific is seeking shareholder permission to delist its ordinary shares from the AIM market after failing to find buyers as part of a strategic review.

NetScientific will allocate the company's remaining cash to managing its stakes in Glycotest Inc., ProAxsis Ltd. and PDS Biotechnology, which it believes will provide the most realistic prospects of delivering shareholder returns within the anticipated lifespan of the company.

The board of NetScientific resolved that it was not in a position to continue to provide financial support to Vortex and Wanda without prejudicing its ability to allocate sufficient cash resources to Glycotest, ProAxsis and PDS Biotechnology.

NetScientific also said it has received a proposal from a third party regarding the sale of its stake in Wanda and Vortex. The company's board believes that the consideration offered is not sufficient to justify the company continuing to provide the necessary financial support to Wanda and Vortex and has decided the sale was not in the best interests of the company.