Alpha Healthcare Acquisition Corp. III (ALPA) has executed a definitive merger agreement with Phase II-stage biotechnology platform company Carmell Therapeutics.
Once the deal closes, ALPA will be renamed Carmell Therapeutics Corporation, the combined company that is expected to receive nearly $154m in gross proceeds.
ALPA chairman and CEO Rajiv Shukla and Carmell CEO Randy Hubbell will serve as chairman and CEO of the combined company, respectively.
Carmell is engaged in developing allogeneic plasma-based biomaterials for indications related to bone and soft tissue healing.
The company has several product candidates designed to be allogeneic and ready to use off-the-shelf.
Shukla said: “Carmell’s patent-protected technology is designed to enable the application of allogeneic biomaterials across a wide variety of orthopaedic and soft tissue applications.
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“By potentially accelerating healing time and reducing the rate of infections, Carmell’s product candidates, if approved, are expected to significantly improve patient outcomes and reduce the cost to payors.”
According to the proposed transaction terms, shareholders of Carmell will receive 15 million ALPA’s Class A common stock shares in return for their existing shares.
The combined company’s market capitalisation will be about $328m, assuming that no shareholders of ALPA elect to redeem their shares.
At closing, existing Carmell shareholders are expected to hold issued and outstanding shares of nearly 46% in the combined entity.
The board of directors of ALPA and Carmell granted approval for the transaction, which is subject to other customary conditions and approval by shareholders of both companies.
The transaction is scheduled for completion in the first half of this year.