Exopharm to Buy Tryp Therapeutics in All-Stock Deal

The company is targeting a listing on the Australian Securities Exchange.

Exopharm Limited is buying Tryp Therapeutics Inc. (CSE: TRYP) in an all-stock deal valued at C$12.8 million dated Dec. 8.

According to the company statement, the purchase price of C$0.08 represents a 78% premium to the closing price of $0.045 and a 112% premium to the 20-day volume-weighted price of $0.0378 per Tryp share on that date.

“Joining forces with Exopharm heralds a new era for Tryp, where we expect our combined strength and shared vision to elevate us to the prominent platform of the ASX. With enhanced access to capital and the evolving landscape of the Therapeutic Goods Administration (TGA) regulations in Australia for select psychedelics, we see even more paths forward to innovate and grow,” Tryp CEO Jason Carroll said.

Carroll also emphasized the “ongoing clinical commitments” and the company’s focus on TRP-8803.

“It is not expected that Exopharm’s current R&D program will be pursued following completion of the transaction,” he added.

Deal Details

Tryp said that its shareholders are expected to receive 4.52 Exopharm shares for each Tryp share held.

The majority of the directors of the combined entity are to be appointed by Tryp.

The combined entity is expected to relist on the Australian Securities Exchange in the first quarter 2024. However, the company did note that the listing will require the company to raise AUD $6 million under a public offering.

Tryp’s Situation

Carroll is a relatively new CEO, having just been named to the post in August.

The company hasn’t posted financial earnings since July, when the company delivered results for the quarter ending in May 2023. At that time, Tryp reported that it had no operating revenues during the quarter and relied on external financing to generate capital for its continued operations.

As a result of its activities, the company continues to incur losses. For the nine months ended May 31, the company reported a net loss and comprehensive loss of $3,496,657 (May 31, 2022 – $5,325,216) and a basic and diluted loss per share of $0.04 (May 31, 2022 – 0.07).

Tryp announced in November that it closed a private placement of unsecured convertible notes for aggregate gross proceeds of AUD$3,215,000.

Exopharm is described as a leader in advancing and manufacturing technologies for exosome-based medicines using exosomes or extracellular vesicles (EVs) as a chassis for improved and non-viral drug delivery.  Currently, Exopharm is executing a strategy to maximize the significant value of the company’s IP position in the exosome field.

Tryp’s lead program is TRP-8803, which is a proprietary formulation of IV-infused psilocin that alleviates numerous shortcomings of oral psilocybin including significantly reducing the time to onset of the psychedelic state, controlling the depth and duration of the psychedelic experience, and reducing the overall duration of the intervention to a commercially feasible timeframe.

The company reported that it has completed a Phase 2a clinical trial for the treatment of binge eating disorder at the University of Florida, which demonstrated an average reduction in binge eating episodes of greater than 80%.

Debra Borchardt

Debra Borchardt is the Co-Founder, and Executive Editor of GMR. She has covered the cannabis industry for several years at Forbes, Seeking Alpha and TheStreet. Prior to becoming a financial journalist, Debra was a Vice President at Bear Stearns where she held a Series 7 and Registered Investment Advisor license. Debra has a Master's degree in Business Journalism from New York University.


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