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Millendo Therapeutics, OvaScience complete merger

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Millendo Therapeutics, OvaScience complete merger

Millendo Therapeutics Inc. and OvaScience Inc. completed a previously announced merger, after receiving shareholder approval Dec. 4.

Millendo Therapeutics received total proceeds of $85.4 million, comprising $35.9 million in net cash from OvaScience and $49.5 million from the financing transactions.

The combined company will operate as Millendo Therapeutics, and proceeds from the deal will fund its orphan endocrine pipeline.

The company's shares start trading Dec. 10 on the Nasdaq Capital Market under the symbol MLND, reflecting a 1-for-15 reverse stock split that OvaScience implemented Dec. 6.

The merged entity will be based in Ann Arbor, Mich., with Julia Owens as president and CEO.

The combined company's board will consist of Millendo Therapeutics directors Julia Owens, Mary Lynne Hedley, James Hindman, Carole Nuechterlein, Randall Whitcomb and Carol Gallagher, who will be chairman; John Howe, from OvaScience's board; and Acceleron Pharma Inc. President, CEO and Director Habib Dable.

The transaction was a reverse merger between Ann Arbor, Mich.-based Millendo Therapeutics and Waltham, Mass.-based OvaScience's Orion Merger Sub Inc.

Millendo Therapeutics stockholders and option holders own or have rights to acquire 63.3% of the combined company; 16.5% belongs to former OvaScience stockholder; and the remaining 20.2% went to investors who participated in financing transactions conducted before and after the merger closed.

In the pre-closing financing, Millendo Therapeutics sold about $29.5 million of its stock. In the post-closing financing, OvaScience sold about $20 million of its stock. The investors included Great Point Partners, New Enterprise Associates, Frazier Healthcare Partners and Roche Venture Fund.

Millendo Therapeutics is developing livoletide for Prader-Willi syndrome, a rare genetic disease characterized by chronic hunger, as well as nevanimibe for adrenal hyperplasia and endogenous Cushing's syndrome, which are both due to hormonal dysfunction.