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Proposed Acquisition of Clinical Stage Company

Roquefort Therapeutics is set to acquire Coiled Therapeutics, Inc. through a reverse takeover for an upfront payment of £30 million in shares. A2A Pharmaceuticals and its investors will provide £6 million in funding over the next two years. The deal includes exclusivity until January 31, 2026, with a US$1 million termination fee. Roquefort intends to carve out Lyramid Pty Ltd and may carve out the MK Cell program for existing shareholders before the transaction completes. Upon completion, the company name will change to Coiled Therapeutics plc, and the company intends to seek admission to trading on the AIM market. Disclaimer*

articleCoiled Therapeutics PlcSeptember 8, 20253/company/roquefort-therapeutics-plc/news/proposed-acquisition-of-clinical-stage-company
Proposed Acquisition of Clinical Stage Company

About this update from Coiled Therapeutics Plc

[{"type":"text","content":"\n\n8 September 2025\nRoquefort Therapeutics plc\n(\"Roquefort Therapeutics\" or the \"Company\")\n \nProposed Acquisition of Clinical Stage Company\nTransformative Acquisition for Roquefort Therapeutics\n \nRoquefort Therapeutics plc (LSE:ROQ), the Main Market listed biotech company, is pleased to announce that it has entered into Head of Terms (\"Term Sheet\") to acquire 100% of the issued capital of Coiled Therapeutics, Inc. (\"Coiled USA\") by way of a reverse takeover (the \"Transaction\").\n \nHighlights\n·    Acquisition of Coiled USA for an upfront amount of £30 million, payable in shares\n·    Coiled USA is a spin-out from A2A Pharmaceuticals which holds exclusive worldwide rights to AO-252\n·    AO-252 is a novel first-in-class, first-in-human new drug alternative targeting the TACC3 protein for the treatment of cancer\n·    Previous company spun out from A2A Pharmaceuticals, Biomea Fusion, reached a peak market capitalisation of over US$1 billion\n·    AO-252 is currently in a Phase I trial in the USA (trials ID: NCT06136884) in advanced solid tumours and is showing encouraging efficacy, responses, and clinical benefit with a very benign safety profile\n·    AO-252 has shown strong efficacy in preclinical models of multiple solid tumours as a more precise and potentially less toxic approach to traditional cancer treatments like chemotherapy and other targeted therapies\n·    Coiled USA plans to start dose expansion studies in Q4 2025 and enrol a sufficient number of patients in 2026 to plan for Phase 3 registrational trials\n·    Looking to progress the Company's existing STAT-6 program through IND into Phase I clinical trials\n·    A2A Pharmaceuticals and its investors are committed to providing the majority of the funding requirement over the next two years with an investment of  £6 million\n·    The Term Sheet is binding as to exclusivity until 31 January 2026 and may only be cancelled early upon payment of a termination fee of US$1 million\n·    Prior to completion of the Transaction, Roquefort Therapeutics intends to carve-out Lyramid Pty Ltd and the MK Cell program for the benefit of existing shareholders\n·    Upon...

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