Celsus Therapeutics (NASDAQ:CLTX) shareholders OK its acquisition of Volution Immuno Pharmaceuticals. The combined firm will be known as Akari Therapeutics and will trade under the symbol "AKTX" effective Monday, September 21.
Celsus Therapeutics (NASDAQ:CLTX) secures a $75M private placement of securities with select institutional investors. The transaction is subject the shareholder approval in conjunction with the company's proposed acquisition of Volution Immuno Pharmaceuticals. The vote is scheduled for September 16 at Celsus's General Shareholder Meeting. Closing date is projected to be September 18.
The company expects to receive net proceeds of ~$70M from the sale of American Depository Shares (ADSs). Each ADS represents 10 ordinary shares. Based on yesterday's ADS closing price of $0.61 and assuming an aggregate of 949,410,450 fully-diluted shares following the close of the acquisition, each ADS would be priced at $1.58.
On a pro forma basis, prior to the effect of the private placement, current Celsus shareholders will own ~8.32% of the combined entity while Volution security holders will own ~91.68%. The private placement values the combination, which will be renamed Akari Therapeutics and trade under the symbol "AKTX," at $150M.
Net proceeds will fund the clinical development of Coversin, a C5 inhibitor for the treatment of complement-related disorders in hematology, nephrology and neurology, working capital and general corporate purposes. C5 inhibition was commercially pioneered by Alexion Pharmaceuticals (NASDAQ:ALXN) with Soliris (eculizumab).