Pharma Focus Asia

C3J Therapeutics and AmpliPhi Biosciences Announce Successful Completion of Merger and Formation of Bacteriophage Company Armata Pharmaceuticals, Inc.

Friday, May 10, 2019

Armata Pharmaceuticals, Inc., a clinical-stage biotechnology company focused on precisely targeted bacteriophage therapeutics for antibiotic-resistant infections, today announced that the previously-announced merger between C3J Therapeutics, Inc. ("C3J") and AmpliPhi Biosciences Corporation (NYSE American: APHB) ("AmpliPhi") has closed. The new combined company, known as Armata Pharmaceuticals, Inc., will focus on the development and advancement of phage-based therapeutic candidates to treat antibiotic-resistant infections. Armata will trade on the NYSE American stock exchange under the symbol "ARMP."

"We are pleased to have consummated this merger between C3J and AmpliPhi combining each company's complimentary and unique strengths and, we believe, creating an undisputed leader in the development of bacteriophage therapeutics to combat the increasingly urgent crisis of antibiotic resistance," stated Todd R. Patrick, Chief Executive Officer of Armata. "With a Phase 1b/2-ready lead asset, an extensive synthetic phage library, and world-class, phage-specific GMP manufacturing facilities that can efficiently advance new candidates into the clinic, we bring a unique set of capabilities that clearly set us apart. Further, we believe we have the leadership team and financial resources in place to advance our novel pipeline of natural and synthetic phage-based candidates through meaningful and potentially value-creating milestones. With the merger now completed, we are working diligently toward that goal."   

Armata's innovative pipeline of bacteriophage therapeutic candidates includes:

  • AP-SA01 phase 1b/2 - ready Staphylococcus aureus natural phage product candidate

IND filing planned for 2019

  • Pseudomonas aeruginosa phage product candidates

Pneumonia and cystic fibrosis natural phage product candidates identified; engineering started
Planned entry into the clinic in 2020 with a phase 1b first-in-human study of synthetic phage targeting one indication  

  • Proprietary synthetic phage candidates being developed with Merck, known as MSD outside of the United States and Canada, designed to target an undisclosed infectious disease agent

Concurrent with the closing of the merger, an investor syndicate comprised of certain existing C3J shareholders invested $10 million into Armata, bringing the Company's cash balance to approximately $16 million. The financing proceeds, together with cash on hand, will be used to advance the combined company's preclinical and clinical programs and for other corporate and general purposes.

The securities issued in the merger and sold in the concurrent financing have not been registered under the Securities Act of 1933, as amended, or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from such registration requirements.  Armata has agreed to file a registration statement with the Securities and Exchange Commission covering the resale of the above-mentioned securities.

In connection with the closing of the merger, AmpliPhi completed a one-for-fourteen reverse stock split. As a result of the reverse stock split, every fourteen shares of AmpliPhi common stock outstanding immediately prior to the merger were combined and reclassified into one share of AmpliPhi common stock.

As a result of the closing of the merger and the concurrent financing, the C3J shareholders, after taking into account the issuance of shares in the financing, now own approximately 76%, and AmpliPhi's current shareholders now own approximately 24%, of Armata's common stock.

LifeSci Capital acted as the exclusive financial advisor to C3J and Thompson Hine LLP served as legal counsel.  Ladenburg Thalmann & Co. Inc. acted as exclusive financial advisor to AmpliPhi and Cooley LLP acted as legal counsel. 

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