The new public company will be majority-owned by Biosight shareholders after the stock transaction, and Advaxis will be renamed Biosight Therapeutics. The company will prioritize the clinical advancement and commercialization of Biosight’s lead product, the cancer drug aspacytarabine, or BST-236. It will trade on the Nasdaq Capital Market under the ticker BSTX.
“After an extensive and thorough review of strategic and potentially transformative options for Advaxis, we are very pleased to announce a proposed merger with Biosight,” Kenneth A. Berlin, Advaxis’ CEO, president and interim chief financial officer, said in a prepared statement. “We believe the combined company’s strong and diversified oncology pipeline, with late-stage and early-stage assets, near-term milestones, seasoned leadership team and focus on both hematological malignancies and solid tumors have the potential to provide transformative benefits to patients while also providing value to our stockholders.”
Under the agreement, Advaxis will acquire all of the outstanding shares of Biosight in exchange for newly issued shares of Advaxis common stock. Upon completion of the merger, Advaxis shareholders would own approximately 25% of the company, with former Biosight shareholders owning approximately 75%.
The combined company will be headquartered in new facilities, expected to be in New Jersey, and will maintain its presence in Israel. Berlin will serve as the combined company’s CEO and president.
Other leaders of the combined company include Roy Golan as CFO and Drs. Andres Gutierrez and Darrel Cohen as chief medical officers. Dr. David Sidransky will be nominated as chairman of the board, which will include six directors designated by Biosight and two designated by Advaxis.
The transaction is subject to customary approvals and conditions.
LifeSci Capital LLC is serving as Advaxis’ exclusive financial adviser, while Morgan, Lewis & Bockius LLP and Herzog Fox & Neeman are serving as legal counsel. White & Case and Horn & Co. are serving as Biosight’s legal counsel.