Health Sciences Acquisitions Corp. agreed to acquire all issued and outstanding shares of Immunovant Sciences Ltd. in a share exchange deal valued at about $395 million.
New York-based Health Sciences will issue about 43 million shares to Immunovant stockholders, who will own about 77% of the combined company. Health Sciences is a holding company that focuses on businesses in healthcare and related industries.
On completion, Immunovant will become a wholly owned unit of Health Sciences, and the combined company will change its name to Immunovant Inc.
Immunovant develops treatments for autoimmune diseases and is developing IMVT-1401 in partnership with HanAll Biopharma.
Under the deal, Immunovant's shareholders are eligible to receive up to an additional 10 million shares of Health Sciences if the share price of the combined company exceeds $17.50 by March 21, 2023, and another 10 million shares if the price exceeds $31.50 by March 31, 2025.
Additionally, Immunovant has raised $35 million through a private short-term loan from RTW Investments, BVF Partners and Roivant Sciences Ltd. Notes issued under the financing will be converted to Immunovant's common shares before the deal's closing.
Chardan is the capital markets adviser to Health Sciences, while Loeb & Loeb LLP represents the holding company. Leerink and Cooley LLP and Immunovant's financial and legal advisers, respectively.
