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Caldera Therapeutics to Go Public Through Synlogic Merger

Deal includes $278 million private placement to advance CLD-423 in ulcerative colitis and Crohn’s disease.

Synlogic Inc. and Caldera Therapeutics Inc., a privately held clinical-stage biotechnology company developing CLD-423, a potential first-in-class TL1A x IL-23p19 bispecific antibody for inflammatory bowel disease (IBD) and other immune-mediated diseases, have entered into a definitive merger agreement to combine in an all-stock transaction.

“Following our evaluation of strategic alternatives, we believe this transaction represents the best path forward for our shareholders and an exciting opportunity to support the advancement of an innovative program with the potential to break through the current efficacy ceiling in inflammatory bowel disease,” said Mary Beth Dooley, Principal Executive Officer and Principal Financial Officer of Synlogic. “We are impressed by the strength of Caldera’s team, CLD-423’s differentiated profile, and the clear development strategy for the combined company. We look forward to supporting this next chapter and the important work ahead.”

The combination will be accomplished by both companies becoming wholly-owned subsidiaries of a newly formed holding company. Upon closing, the combined company plans to operate under the name Caldera Therapeutics Inc. and intends to apply to trade on the Nasdaq Capital Market under the ticker symbol “CALD.”

Supporting Phase 2 Clinical Development of CLD-423

In support of the proposed merger, Caldera has secured commitments for an upsized concurrent private placement expected to generate approximately $278 million in gross proceeds from a syndicate of healthcare institutional investors and mutual funds.

The financing is expected to support the Phase 2 clinical development of CLD-423 in ulcerative colitis and Crohn’s disease, as well as potential development in additional immune-mediated diseases. The combined company’s cash and cash equivalents at closing, together with the proceeds from the concurrent private placement, are expected to fund the combined company’s operations into 2029. The financing is expected to close concurrently with the merger, subject to the satisfaction of customary closing conditions.

“In just over a year, we’ve shown our team’s ability to open up a lead with compelling data from a molecule poised to deliver the next horizon of I&I therapy,” said Praveen Tipirneni, MD, MBA, CEO of Caldera. “These transactions provide the capital and public company platform to advance our vision as we move into Phase 2 development in IBD and continue exploring the potential of CLD-423 across additional immune-mediated diseases.”

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