Filed by Renovacor, Inc.
pursuant to Rule 425 under the Securities Act of
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: Renovacor, Inc.
Commission File No.: 001-39271
Date: September 23, 2022
Renovacor Employee “Frequently Asked Questions” Document –
September 23, 2022
On September 20, 2022, we announced the signing of a
definitive agreement under which Rocket Pharmaceuticals, Inc.
(“Rocket”) will acquire Renovacor in an all-stock transaction. The boards of
directors of both companies have approved the transaction.
What are the terms of the transaction?
Under the terms of the agreement, Renovacor shareholders will
receive approximately 0.1676 shares of Rocket in exchange for each
of their shares of Renovacor (subject to adjustment as described
below) and are expected to own approximately 4.6% percent of Rocket
equity on a fully diluted basis immediately following the closing
of the transaction.
The exchange ratio implies an equity deal value of approximately
$53 million based on fully diluted shares outstanding via
treasury stock method and the acceleration and vesting of all
earnout shares, or $2.60 per share of Renovacor, based on the
volume weighted average trading price of Rocket shares of $15.51
for the 30 trading days through and including Monday,
September 19, 2022. The exchange ratio is subject to
adjustment based on Renovacor net cash at closing.
Why did we decide to proceed with the
Our Board of Directors determined that the transaction was the best
path forward for Renovacor to bring value to our shareholders,
employees, and the patients we hope to serve. We look forward to
combining the considerable resources and expertise of Renovacor and
Rocket to create a category leader in the precision cardiology
What do we know about Rocket? How does the Rocket
company culture compare with ours?
Rocket is a leading late-stage, clinical biotechnology company
advancing an integrated and sustainable pipeline of genetic
therapies for rare childhood disorders with high unmet need. They
specialize in monogenic diseases and are developing both in
vivo AAV therapies and ex vivo lentivirus therapies.
They have an AAV9-based cardiac gene therapy in development for
Danon disease for which they are expecting to report the pediatric
cohort data on September 30, 2022 at the HFSA meeting. They
hope to initiate a Phase 2 pivotal trial for this program in the
fourth quarter of 2022.
As of June 30, 2022, Rocket had $321.4 million in cash
and cash equivalents. The transaction is expected to extend their
cash runway to the second quarter of 2024, with an opportunity for
further extension if Priority Review Vouchers (PRVs) are awarded
for their lentivirus programs in 2024.
We have been engaging with Rocket in non-competitive collaborations for some
time and feel there is great chemistry between our companies with
similar entrepreneurial and patient-focused cultures.