Clinical-stage biopharmaceutical company Reunion Neuroscience Inc. (NASDAQ: REUN) (TSX: REUN) announced Wednesday it has entered into an agreement to be acquired by MPM BioImpact, a global biotechnology investment firm, in an all-cash transaction worth approximately $13.1 million.
According to the agreement, MPM’s affiliates will acquire Reunion through a court-approved reorganization procedure under the Canada Business Corporations Act.
All existing shareholders of Reunion will receive $1.12 for each share held immediately before the arrangement’s effective time, translating to about $1.52 per share in Canadian dollars, a premium of 43.1% over the trailing 30-trading-day volume weighted average price.
Reunion’s board unanimously supports the agreement, saying it is in the company’s best interest. A special meeting is slated for July 12, and shareholders have been encouraged to vote in favor of the arrangement.
“We believe that this all-cash transaction maximizes value and is in the best interest of our shareholders,” said Greg Mayes, Reunion’s president and CEO. “We are thrilled that MPM recognizes the value and differentiation of our clinical pipeline and look forward to working with them to bring this transaction to a close for the benefit of Reunion’s shareholders.”
Ansbert Gadicke, Managing Partner at MPM BioImpact, echoed Mayes’s sentiment, saying, “This transaction reflects MPM BioImpact’s strategy of investing in breakthrough science and innovative products that can address the world’s greatest unmet medical needs.”
Under the agreement, the acquisition must be approved by at least two-thirds of the votes cast by the shareholders at the meeting. Additionally, the completion of the arrangement remains subject to certain conditions, such as obtaining all applicable regulatory approvals, including approval of the Ontario Superior Court of Justice.
Once the acquisition is completed, likely to be in the third quarter of 2023, Reunion will no longer be traded or listed on any public securities exchange and will be wholly-owned by affiliates of MPM.