Poolbeg Pharma, the clinical-stage biopharmaceutical company led by serial entrepreneur Cathal Friel, has secured a four-week extension from the UK takeover panel to unveil a merger deal with Nasdaq-listed peer Hookipa Pharma.
An all-share deal would see Poolbeg investors initially take a 55 per cent stake in the merged entity, with shareholders in its prospective partner, Hookipa Pharma, left with the remainder, both companies said on January 2nd.
The transaction is being engineered as a reverse takeover that would technically see Hookipa take over Poolbeg. This would protect the prized Nasdaq listing.
Hookipa originally had a so-called put up or shut up (PUSU) deadline of 5pm on Thursday under takeover rules to at least announce a firm intention to bid for Poolbeg, after announcing four weeks ago that it was in early talks to merge with Hookipa.
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“Since then, the respective Hookipa and Poolbeg management teams have been holding extensive positive discussions and working constructively through the due diligence process, which is ongoing,” Poolbeg said in a statement on Thursday.
“In order to allow further time for the diligence exercise and discussions to be completed, the board of Poolbeg has requested that the panel extend the PUSU deadline.”
Analysts see tie-up accelerating a restructuring of the legacy Hookipa business. Shares in the UK company, where Irish life sciences industry veteran Julie O’Neill is chairperson, slumped by almost 76 per cent in 2023 as the company went through senior management changes and announced three rounds of large job cuts.
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The latest, announced at the end of November, pointed to the group reducing its workforce to below 20 – down from 180 at the start of 2024.
The combined group would be led by Mr Friel as executive chairman, the same role he holds in Poolbeg, both companies said earlier this month.
Hookipa’s chief executive of six months, Malte Peters, is on track to be chief executive of the bigger organisation. Ian O’Connell, Poolbeg’s co-founder and chief financial officer, would head the finance function.
The plan is to retain Hookipa’s Nasdaq listing and drop Poolbeg’s current London quotation, subject to the deal going through.
A planned $30 million (€28.9 million) equity raise immediately after the tie-up would dilute the stakes of legacy investors in both. Poolbeg’s shareholders holding in the combined entity may fall to about 40 per cent as a result.
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