Hoth Therapeutics has signed a letter of intent to merge with Algorithm Sciences, a company focused on pulmonary arterial hypertension. The combined company, to be named Algorithm Sciences, will be led by experienced biopharma executives, with Algorithm as the majority holders of Hoth’s outstanding stock. The deal is expected to be completed subject to due diligence, negotiation and execution of definitive documentation, regulatory reviews, and approval by Hoth and Algorithm’s stockholders. The global pulmonary arterial hypertension treatment market size was valued at $7.2bn in 2021 and is projected to reach $12bn by 2031.
Hoth Therapeutics, Inc. (NASDAQ: HOTH), a patient focused biopharmaceutical company, today announced it has signed a Letter of Intent to merge with Algorithm Sciences, Inc. (“Algorithm”) a company focused on Pulmonary Arterial Hypertension (PAH). The combined company will be named Algorithm Sciences, Inc. and be led by experienced biopharma executives, including Mike Tilton as CEO, David Cavalier as CFO and Anthony Zook, Algorithm’s current chairman of the board, who will be nominated as chairman of the combined company’s board of directors. Algorithm will become the majority holders of Hoth’s outstanding stock by way of a merger.
“Today’s announcement is an exciting chapter for Hoth and its shareholders,” stated Robb Knie, CEO of Hoth. “The combination of assets in the combined company translates to additional billions of dollars in market opportunity for current shareholders. Algorithm’s executive team along with its science professionals brings a seasoned executive focus on commercialization and monetization of the now robust advanced pipeline.”
Mike Tilton, CEO of Algorithm commented, “Today’s announced business combination achieves a new milestone for us and spotlights the tremendous opportunity of our lead therapeutic for those suffering from PAH. We are thrilled with the progress of our development program and look forward to achieving our near-term goal of filing an Investigational New Drug (IND) Application with the FDA.”
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The global pulmonary arterial hypertension treatment market size was valued at $7.2 billion in 2021, and is projected to reach $12 billion by 2031, growing at a CAGR of 5.2% from 2021 to 2031. (https://www.alliedmarketresearch.com/pah-treatment-market) Algorithm is uniquely positioned to take advantage of this opportunity.
On a pro forma basis and based upon the number of shares of Hoth common stock to be issued in the merger, current Hoth shareholders are currently anticipated to own approximately 14% of the combined company and current Algorithm shareholders are currently anticipated to own approximately 86% of the combined company. The Boards of Directors of both Hoth and Algorithm have unanimously approved the letter of intent. The completion of the transaction remains subject to a number of conditions, including, but not limited to, among others, the completion of due diligence to Hoth’s satisfaction, the negotiation and execution of definitive documentation and satisfaction of the conditions contained therein, completion of any required stock exchange and regulatory reviews, and approval of the transaction by Hoth’s stockholders and Algorithm’s stockholders. Accordingly, no assurances can be made by either party that the parties will successfully negotiate and enter into a definitive agreement, or that the proposed transaction will be consummated on the terms or timeframe currently contemplated, or at all. Terms and conditions of the merger will be forthcoming as the two companies reach a definitive merger agreement.
No Offer or Solicitation
This press release shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of any business combination or stockholder meeting. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Additional Information about the Proposed Transactions and Where to Find It
In connection with the proposed transaction, and following execution of a definitive transaction agreement, Hoth will file a proxy statement with the Securities and Exchange Commission (SEC). The materials to be filed by Hoth with the SEC may be obtained free of charge at the SEC’s web site at www.sec.gov. INVESTORS AND SECURITY HOLDERS OF HOTH ARE URGED TO READ THE PROXY STATEMENT AND THE OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTIONS BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Source: BioSpace
