NEW YORK and NESS ZIONA,
Israel, Oct. 23, 2019 /PRNewswire/ -- Chardan
Healthcare Acquisition Corp. (NYSE: CHAC, "CHAC"), a special
purpose acquisition company sponsored by affiliates of Chardan
Capital Markets LLC ("Chardan") announced today that its
shareholders have voted to approve CHAC's previously announced
business combination with BiomX Ltd. ("BiomX"), a microbiome
company developing both natural and engineered phage therapies.
More than 97% of the shares voted today at CHAC's special meeting
of stockholders were voted in favor of the proposed transaction
with BiomX. CHAC's board of directors had previously approved the
business combination and recommended that its shareholders vote in
favor. BiomX's board of directors and stockholders had also
previously approved the business combination.
The transaction is expected to close on October 28, 2019, subject to the satisfaction or
waiver of certain closing conditions. The combined company will be
renamed BiomX Inc. and its shares of common stock, units, and
warrants are expected to trade on the NYSE American on October 29, 2019 under the symbols PHGE, PHGE.U,
and PHGE.WS, respectively.
About the Merger
As announced on July 16, 2019, CHAC agreed to merge with BiomX, a
privately-held biotechnology company whose investors include
OrbiMed, Johnson & Johnson Innovation - JJDC, Inc. (JJDC),
Takeda Ventures, Inc., MiraeAsset, Seventure Partners' Health for
Life Capital I, SBI Japan-Israel Innovation Fund, as well as RM
Global Partners (RMGP) BioPharma Investment Fund.
The description of the transaction contained herein is only a
summary and is qualified in its entirety by reference to the merger
agreement, a copy of which was filed by CHAC with the Securities
and Exchange Commission (SEC).
Advisers
Chardan is acting as CHAC's M&A and
capital markets adviser. Cantor is acting as capital markets
adviser to BiomX. Loeb & Loeb LLP and Meitar Liquornik Geva
Leshem Tal are representing CHAC. Goodwin Procter LLP, Mayer Brown
LLP and ZAG-S&W Zysman Aharoni Gayer & Co are representing
BiomX.
About BiomX
BiomX is a clinical stage microbiome
company developing both natural and engineered phage cocktails
designed to target and destroy bacteria that affect the appearance
of skin, as well as harmful bacteria in chronic diseases, such as
IBD, PSC, and cancer. BiomX discovers and validates proprietary
bacterial targets and customizes phage compositions against these
targets. See www.biomx.com. No portion of BiomX's website is
incorporated by reference into or otherwise deemed to be a part of
this press release.
About Chardan Healthcare Acquisition Corp.
CHAC is a
special purpose acquisition company formed for the purpose of
effecting a merger, acquisition, or similar business combination.
CHAC raised $70.0 million in
December 2018 for the purpose of
combining with a public or privately-held operating business. CHAC
was founded and sponsored by affiliates of Chardan Capital Markets
LLC. CHAC is Chardan's fifth publicly traded acquisition vehicle.
CHAC's securities are currently traded on the NYSE-American
exchange under the symbols CHAC, CHAC.U, and CHAC.W and are
expected to subsequently trade under the symbols PHGE, PHGE.U, and
PHGE.W after the close of the business combination with BiomX.
Safe Harbor Language
This press release contains
certain "forward-looking statements" within the meaning of the
"safe harbor" provisions of the US Private Securities Litigation
Reform Act of 1995. Forward-looking statements can be identified by
words such as: "target," "believe," "expect," "will," "may,"
"anticipate," "estimate," "would," "positioned," "future," and
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. Examples
of forward-looking statements include, among others, statements
made in this press release regarding the proposed business
combination, including the anticipated initial enterprise value and
post-closing equity value, the benefits of the proposed business
combination, integration plans, expected synergies and revenue
opportunities, anticipated future financial and operating
performance and results, including estimates for growth, the
expected management and governance of the combined company, and the
expected timing of the proposed transactions contemplated by the
definitive agreement. Forward-looking statements are neither
historical facts nor assurances of future performance. Instead,
they are based only on CHAC and BiomX managements' current beliefs,
expectations and assumptions. Because forward-looking statements
relate to the future, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict
and many of which are outside of our control. Actual results and
outcomes may differ materially from those indicated in the
forward-looking statements. Therefore, you should not rely on any
of these forward-looking statements. Important factors that could
cause actual results and outcomes to differ materially from those
indicated in the forward-looking statements include, among others,
the following: (1) the occurrence of any event that could give rise
to the termination of the agreement with respect to the business
combination; (2) the outcome of any legal proceedings that may be
instituted against CHAC, the combined company, or others following
the announcement of the business combination and the business
combination agreement; (3) the inability to complete the business
combination due to the failure to satisfy other conditions to
closing in the business combination agreement; (4) changes to the
proposed structure of the business combination that may be required
or appropriate as a result of applicable laws; (5) the ability to
meet NYSE American listing standards following the consummation of
the business combination; (6) the risk that the business
combination disrupts current plans and operations of BiomX as a
result of the announcement and consummation of the business
combination; (7) the ability to recognize the anticipated benefits
of the business combination, which may be affected by, among other
things, competition, the ability of the combined company to grow
and manage growth profitably, maintain relationships with third
parties and partners, obtain adequate supply of raw materials and
retain its management and key employees; (8) costs related to the
business combination; (9) changes in applicable laws or
regulations; (10) the possibility that BiomX or the combined
company may be adversely affected by other economic, business,
regulatory, and/or competitive factors; (11) BiomX estimates of
expenses; (12) the impact of foreign currency exchange rates and
interest rates fluctuations on the results of BiomX or the combined
company; and (13) other risks and uncertainties indicated in the
proxy statement of CHAC to be filed by CHAC with the SEC in
connection with the business combination, including those under
"Risk Factors" therein, and other documents filed or to be filed
from time to time with the SEC by CHAC. A further list and
description of risks and uncertainties can be found in CHAC's
Prospectus dated December 14, 2018
filed with the SEC and in the proxy statement on Schedule 14A filed
with the SEC by CHAC in connection with the proposed transaction,
and other documents that the parties may file or furnish with the
SEC, which you are encouraged to read. Any forward-looking
statement made by us in this press release is based only on
information currently available to CHAC and BiomX and speaks only
as of the date on which it is made. CHAC and BiomX undertake no
obligation to publicly update any forward-looking statement,
whether written or oral, that may be made from time to time,
whether as a result of new information, future developments or
otherwise, except as required by law.
CHAC contact:
Jonas
Grossman
Chief Executive Officer
Chardan Healthcare Acquisition Corp.
+1-212-920-9000
grossmanj@chardanspac.com
BiomX contact:
Assaf
Oron
Chief Business Officer
BiomX
+972-54-2228901
assafo@biomx.com
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SOURCE Chardan Healthcare Acquisition Corp.