Healthwell Acquisition I filed a proxy seeking shareholder approval to move its termination deadline from Aug. 5 to Dec. 5 so it will have more time to finalize its merger agreement with Starton Therapeutics, which develops drug delivery systems primarily for use in cancer therapies.
Announced in April, the deal has a post-transaction enterprise value of $339 million.
Deal terms call for a base consideration of $260 million, including $20 million of incentive shares provided to potential PIPE investors, subject to adjustments for debt (net of cash) and other adjustments.
In addition to the base consideration, existing Starton shareholders will have the right to receive contingent earnout consideration in the form of up to 25 million shares of the combined company’s stock payable in three tranches triggered as the company hits certain milestones.
Healthwell raised $250 million in an August 2021 IPO. Read more.
