European Biotech (NASDAQ:EBAC) announced its shareholders have approved its combination with biopharmaceutical firm Oculis at a special meeting held earlier today.
EBAC’s public shareholders holding 11,505,684 Class A ordinary shares, representing 90.21% of the trust, validly elected to redeem their public shares in connection to today’s meeting. This leaves European Biotech with 1,249,100 shares remaining.
Nonetheless, the transaction is now expected to close on March 2, subject to the satisfaction or waiver of the conditions with respect to the business combination. The combined company’s shares and warrants are to trade on the Nasdaq once the deal is completed.
European Biotech announced the $218 million deal with Oculis in October 2022. The SPAC originally brought $128 million cash into the deal through its trust and supplemented this with a $76 million PIPE. Lausanne, Switzerland-based Oculis is developing a range of therapies for eye diseases with the most advanced having entered Phase III trials.
Upon the conclusion of the meeting, several board members of the company voluntarily resigned, including Mr. Martijn Kleijwegt, Mr. Mark Wegter, Mr. Volkert Doeksen and Mr. Onno van de Stolpe, and were replaced by Mr. Riad Sherif and Mr. Anthony Rosenberg. Both members will also serve on the audit committee of the Board.
ADVISORS
- BofA Securities is acting as financial advisor to Oculis.
- SVB Securities is acting as capital market’s advisor to Oculis.
- Cooley (UK) LLP serves as US legal counsel to Oculis.
- VISCHER SA serves as Swiss legal counsel to Oculis.
- PricewaterhouseCoopers SA serves as auditors to Oculis, SA.
- Credit Suisse and Kempen are acting as financial advisor and capital markets advisor.
- Davis Polk & Wardwell LLP serves as U.S. legal counsel to EBAC.
- Stibbe N.V. serves as Dutch legal counsel to EBAC.
- Maples Group serves as Cayman legal counsel to EBAC.
- Credit Suisse, BofA Securities, SVB Securities, Kempen, and Arctica Finance are acting as private placements agents for EBAC in connection with the PIPE Transaction.
- Shearman & Sterling LLP serves as legal counsel to the placement agents.
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