On January 24, 2023 Ocean Biomedical ("Ocean"), a next-generation biopharma company, and Aesther Healthcare Acquisition Corp (Press release, Ocean Biomedical, JAN 24, 2023, View Source [SID1234626546]). (NASDAQ: AEHA), a publicly traded special purpose acquisition company (SPAC), reported an update on key company activities. Built on Ocean Biomedical’s expertise in technology transfer, a unique business model was created to bridge the ‘bench-to-bedside’ gap and accelerate the commercialization of novel assets from leading research universities and medical centers. Ocean Biomedical is expected to become a publicly traded company on NASDAQ under the symbols "OCEA" and "OCEAW" following the expected closing of a Business Combination with Aesther Corporation.
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Key Upcoming Dates
Ocean Biomedical and Aesther would like to call attention to the following upcoming important dates and events:
Shareholder vote: Friday, February 3, 2023
Expected close of business combination between Ocean Biomedical and Aesther Healthcare Acquisition Corp: Tuesday, February 7, 2023
Expected first day of trading on the Nasdaq Stock Exchange for Ocean Biomedical: Wednesday, February 8, 2023
Notable Investment Activity
Ocean and Aesther have partnered with some of the premier investment institutions in the health care space. This has led to a secure and growing runway to continue Ocean’s important innovations, with funding including:
$123.9 million in past and ongoing grants, in use to enable first-in-class drug and vaccine candidates that make up Ocean’s initial core portfolio in oncology, fibrosis, and infectious disease, all based on new target discoveries
A $40 million committed backstop by Vellar Opportunity Fund SPV LLC – Series 3
A Common Stock Purchase Agreement with White Lion Capital LLC, which provides that White Lion Capital is committed to purchase the company’s Common Stock with an aggregate gross purchase price of up to $75 million
Pro forma enterprise value of the combined company is expected to be approximately $345 million, assuming no redemptions of current Aesther public stockholders.
Management Comments
"The scientific and operational progress Ocean Biomedical has had to date, even without access to the public markets, is astounding – the company is at an inflection point, with multiple ways to win. The combination of the company’s close ties to innovation coming out of the world’s top research institutions with the anticipated advantages of being a publicly-traded company would produce unprecedented value," said Suren Ajjarapu, Chairman and CEO of Aesther. "With a world-class board and leadership team, Ocean’s trajectory is unmatched. This is a once-in-a-lifetime kind of company, and from an investment standpoint, is in a category of its own."
"Ocean Biomedical acts as the parent of three distinct biotech companies and is ultimately responsible for a total of three platform assets and a diversified pipeline that addresses high-value and high-impact indications. Each of these assets are progressing towards the next stage of their development pipelines," said Dr. Chirinjeev Kathuria, Ocean Biomedical co-founder and Executive Chairman of the Board of Directors. "Ocean has the vision and now, the tools, to concretely change the course of humanity for the better. First and foremost, our founders are dedicated to serving patients with some of the most devastating illnesses we face as humans today. That’s why we created Ocean Biomedical, which will be our most important legacy."
Ocean Will Address Areas of Great Unmet Need Through Novel Scientific Breakthroughs
A key component of Ocean Biomedical’s model is to elevate the efforts of scientists at premier institutions such as Brown University, Harvard University, Yale University and Stanford University to ensure their discoveries advance through clinical development with urgency in order to reach the hands of doctors and patients who need them. Currently, the company’s portfolio is focused on three critical areas: oncology, pulmonary fibrosis, and infectious disease.
Oncology
Non-small cell lung cancer (NSCLC) is the leading cause of cancer death and second most diagnosed cancer in the United States, affecting approximately 460,000 people in the U.S. alone.
Glioblastoma multiforme (GBM) is a lethal type of brain tumor with a single-digit five-year survival rate. It affects approximately 28,000 people in the U.S. alone.
CHI3L1 is a novel target and pathway discovery, the master checkpoint inhibitor, uncovered by the Ocean team. This novel, bispecific antibody approach generates strong anti-tumor response in lung cancer and brain cancer, whether used in combination or as a monotherapy. Ocean Biomedical’s novel approach to tumor suppression, focused on controlling Chitinase 3-like-1 (CHI3LI), other immune checkpoint inhibitors, and T-cell co-stimulators, could control important pathways pan-cancer and has potential application for tumor suppression across multiple cancer pathways.
Pulmonary Fibrosis
Idiopathic pulmonary fibrosis is a progressive disease that results in the irreversible loss of lung function with high morbidity and mortality rates. Its prevalence in the U.S. has been reported to range from 10-60 cases per 100,000 people, while in Europe it ranges from 1.3-32.5 cases per 100,000.
Hermansky-Pudlak Syndrome (HPS) is a rare, genetic disease with high prevalence occurring in Puerto Rico, with 1 case every 1,800 people.
Ocean has identified a novel target and pathway discovery called Chitinase 1 (Chit1), as well as a potential inhibitor of this pathway called OCF-203. OCF-203 has been evaluated in multiple models of pulmonary fibrosis with impressive reductions in fibrosis. These discoveries hold potential for growth into other fibrotic diseases, including scleroderma, alcoholic liver disease, and NASH.
Malaria
Malaria is a deadly disease with over 3 billion people at risk of infection annually worldwide. 200-300 million people are infected worldwide each year. It is the number one killer of children under five years old, with over 500,000 children under five killed each year.
Ocean’s proprietary platform for infectious diseases has yielded promising vaccine and therapeutic candidates for malaria, including the discovery of PfSEA-1 and PfGARP. These targets enable a promising new strategy for combating the disease. Moreover, the company’s drug target discovery platform has the potential to discover targets against other infectious diseases, like tuberculosis or another pandemic-type virus.
For more information, please visit www.oceanbiomedical.com. The company’s latest investor presentation as filed with the SEC can be found here.
Advisors
EF Hutton, division of Benchmark Investments, LLC, serves as capital markets advisor to Aesther Healthcare Acquisition Corp. Nelson Mullins Riley & Scarborough LLP serves as legal counsel to Aesther Healthcare Acquisition Corp. and Malone Bailey, LLP serves as auditors to Aesther Healthcare Acquisition Corp. Dykema Gossett PLLC serves as legal counsel to Ocean Biomedical, Inc. and Deloitte & Touche LLP serves as auditors to Ocean Biomedical, Inc.