Healthcare Capital Corp. and Alpha Tau Medical Ltd. Announce Stockholder Approval of the Business Combination
February 22 2022 - 7:30AM
Healthcare Capital Corp. (NASDAQ: HCCC, HCCCW, and HCCCU)
(“HCCC”) and Alpha Tau Medical Ltd. (“Alpha Tau”), an Israeli
medical device company that focuses on research, development, and
potential commercialization of the Alpha DaRT for the treatment of
solid tumors, today announced that in its special meeting held on
February 18, 2022, HCCC’s stockholders voted to approve the
previously announced proposed business combination (the “Business
Combination”) of HCCC and Alpha Tau. Approximately 94.57% of the
votes cast at the meeting, representing approximately 65.64% of
HCCC’s outstanding shares as of the record date, voted to approve
the Business Combination. In addition, HCCC’s stockholders approved
all other proposals put before stockholders at the special meeting.
Upon consummation of the Business Combination, the combined
company will operate as Alpha Tau Medical Ltd. and its ordinary
shares and warrants are expected to trade on NASDAQ under the new
symbols “DRTS” and “DRTSW,” respectively.
About Alpha Tau Medical
Ltd.
Founded in 2016, Alpha Tau is an Israeli medical
device company that focuses on research, development, and potential
commercialization of the Alpha DaRT for the treatment of solid
tumors. The technology was initially developed by Prof. Itzhak
Kelson and Prof. Yona Keisari from Tel Aviv
University.
About Healthcare Capital
Corp.
Healthcare Capital Corp (NASDAQ: HCCC, HCCCW,
and HCCCU) is a blank check company formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses. For information about HCCC, please
visit https://healthcarecapitalcorp.com/.
Forward Looking Statements
This press release includes “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. When used herein, words including “anticipate,”
“being,” “will,” “plan,” “may,” “continue,” and similar expressions
are intended to identify forward-looking statements. In addition,
any statements or information that refer to expectations, beliefs,
plans, projections, objectives, performance or other
characterizations of future events or circumstances, including any
underlying assumptions, are forward-looking. All forward-looking
statements are based upon Alpha Tau’s and HCCC’s current
expectations and various assumptions. Alpha Tau believes there is a
reasonable basis for its expectations and beliefs, but they are
inherently uncertain. Alpha Tau may not realize its expectations,
and its beliefs may not prove correct. Actual results could differ
materially from those described or implied by such forward-looking
statements as a result of various important factors, including,
without limitation: (i) Alpha Tau’s ability to receive regulatory
approval for its Alpha DaRT technology or any future products or
product candidates; (ii) Alpha Tau’s limited operating history;
(iii) Alpha Tau’s incurrence of significant losses to date; (iv)
Alpha Tau’s need for additional funding and ability to raise
capital when needed; (v) Alpha Tau’s limited experience in medical
device discovery and development; (vi) Alpha Tau’s dependence on
the success and commercialization of the Alpha DaRT technology;
(vii) the failure of preliminary data from Alpha Tau’s clinical
studies to predict final study results; (viii) failure of Alpha
Tau’s early clinical studies or preclinical studies to predict
future clinical studies; (ix) Alpha Tau’s ability to enroll
patients in its clinical trials; (x) undesirable side effects
caused by Alpha Tau’s Alpha DaRT technology or any future products
or product candidates; (xi) Alpha Tau’s exposure to patent
infringement lawsuits; (xii) Alpha Tau’s ability to comply with the
extensive regulations applicable to it; (xiii) the occurrence of
any event, change or other circumstances that could give rise to
the termination of the Agreement and Plan of Merger by and among
HCCC, Alpha Tau and Archery Merger Sub Inc., a Delaware corporation
and wholly owned subsidiary of Alpha Tau (the “Merger Agreement”),
and the proposed Business Combination contemplated thereby; (xiv)
the inability to complete the transactions contemplated by the
Merger Agreement due to the failure to meet certain conditions to
closing in the Merger Agreement; (xv) the inability to meet the
aggregate transaction proceeds requirements of the Merger Agreement
due to the inability to consummate the PIPE Investment (as defined
in the Registration Statement) or the amount of cash available
following any redemptions by HCCC’s stockholders; (xvi) the ability
to meet Nasdaq’s listing standards following the consummation of
the transactions contemplated by the Merger Agreement; (xvii) the
risk that the proposed transactions disrupt current plans and
operations of Alpha Tau as a result of the announcement and
consummation of the transaction described herein; (xviii) the
ability to recognize the anticipated benefits of the proposed
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 customers and
suppliers and retain its management and key employees; (xix) costs
related to the proposed Business Combination; (xx) changes in
applicable laws or regulations; (xxi) impacts from the COVID-19
pandemic; and the other important factors discussed under the
caption “Risk Factors” in Alpha Tau’s Registration Statement on
Form F-4, as amended, which was declared effective by the SEC on
January 12, 2022 (the “Registration Statement”), and the Proxy
Statement/Prospectus filed by HCCC with the Securities and Exchange
Commission (the “SEC”) on January 14, 2022 and other filings that
Alpha Tau or HCCC may make with the SEC. These and other important
factors could cause actual results to differ materially from those
indicated by the forward-looking statements made in this press
release. Any such forward-looking statements represent management’s
estimates as of the date of this press release. While HCCC and
Alpha Tau may elect to update such forward-looking statements at
some point in the future, except as required by law, it disclaims
any obligation to do so, even if subsequent events cause our views
to change. These forward-looking statements should not be relied
upon as representing HCCC’s and Alpha Tau’s views as of any date
subsequent to the date of this press release.
Contact:
William Johns Chief Executive Officer and Director Healthcare
Capital Corp.wjohns@healthccc.com
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