Targacept and Catalyst Biosciences are to merge

Published: 10-Mar-2015

Creating a protease-based haemostasis and anti-complement company


Targacept, based in Winston-Salem, NC in the US and Catalyst Biosciences, a privately held biopharmaceutical company based in San Francisco, are to merge.

The combined business, to be called Catalyst Biosciences, will harness the catalytic power of engineered human proteases to develop next-generation biopharmaceuticals with improved effectiveness to treat major diseases.

The combined company will have a pipeline of protease therapeutics including PF-05280602 (formerly CB 813d), an engineered Factor VIIa (FVIIa) drug candidate that has completed a Phase 1 clinical trial and is being developed by Pfizer under licence from Catalyst.

The company will also have four promising drug candidates including: an improved Factor IX (FIX) for haemophilia B; an engineered Factor Xa (FXa) that can potentially be used for both haemophilia and the control of bleeding in non-haemophilia patients; and two novel proteases for the treatment of complement-mediated disorders.

As part of the deal, Catalyst shareholders will initially own approximately 65% of the combined company, and the operations of both companies will be brought together. Targacept cash remaining in the combined company will be US$35m, along with an anticipated $5m of cash from Catalyst.

Current Targacept stockholders will also receive a dividend of an aggregate of $37m in non-interest bearing redeemable convertible notes and approximately $20m in cash. The notes will be convertible into the combined company’s common stock at any time within two years after closing at the noteholders’ discretion.

'This merger establishes a well-capitalised public company with resources to advance our unique protease-based product candidates through multiple future value inflection points,' said Nassim Usman, Chief Executive of Catalyst.

The boards of directors of both companies have unanimously approved the proposed merger, which is subject to customary closing conditions, including approval by the stockholders of each of Targacept and Catalyst.

If the merger goes ahead, Usman will become the President and CEO of the combined company and the other Catalyst executive officers will assume their respective positions in the combined company, with some Targacept executives remaining involved on a transitional basis.

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