Ocean Biomedical and Aesther Healthcare Acquisition Corp. (NASDAQ:
AEHA) announced today that Scientific Co-founder, Dr. Jake Kurtis,
will present groundbreaking research discoveries at this week’s
Annual Meeting of The American Society of Tropical Medicine and
Hygiene
. These discoveries have the
potential to launch a whole new class of
antimalarial drugs, and come at time when current artemisinin-based
treatments are beginning to lose
efficacy.
Dr. Kurtis’ team at Brown University has
developed a family of small molecule drugs which bind to the
parasite protein PfGARP at nanomolar concentrations and kill
parasites by inducing apoptosis. They have demonstrated these
drugs: 1) are highly specific for PfGARP binding, 2) are non-toxic
in multiple in vitro and in vivo systems, 3) have excellent
pharmacokinetic properties, and 4) rapidly clear parasitemia in
animal models.
In prior studies published and reviewed in
Nature, Ocean Biomedical’s Scientific Co-founder,
Dr. Jake Kurtis, identified PfGARP as a target of human antibodies
which kill up to 100% of parasites in vitro by inducing apoptosis
or parasite programmed cell death – this discovery forms the basis
of Ocean Biomedical’s lipid encapsulated mRNA-based vaccine and
therapeutic monoclonal antibodies.
Ocean’s breakthrough approach targets the
blood-stage portion of the malaria lifecycle – the stage
responsible for all clinical
disease and death, and therefore has the potential of
significantly greater efficacy compared with vaccines targeting
other stages. Along with the related vaccine program, this small
molecule drug program will be a key focus of Ocean Biomedical’s
development pipeline in 2023.
Malaria caused by infection with Plasmodium
parasites is the greatest single-agent killer of children on the
planet, killing approximately 627,000 individuals last year.
Artemisinin-based drug therapy remains the mainstay of treatment,
but the spread of parasites resistant to this family of compounds
threatens recent progress achieved by antimalarial campaigns and
underscores the urgent need to identify new anti-malarial drugs.
Surprisingly, WHO malaria treatment protocols do not reserve novel
classes of antimalarials specifically for the treatment of severe
malaria- a central tenet of antimicrobial stewardship- due to the
paucity of available alternative drug classes.
“Small molecule drugs targeting PfGARP have an
impressive ability to induce parasite cell death and represent a
novel class of anti-malarials, which we so desperately need as
artemisinin resistant parasites spread,” commented Dr. Jake Kurtis,
Chair of Pathology and Laboratory Medicine at the Warren Alpert
Medical School Brown University; Scientific co-founder.
“Falciparum malaria is a leading cause of death
in children world-wide and our global malaria treatment strategy
relies almost exclusively on artemisinin-based drugs. The recent
emergence of high grade resistance to artemisinin is an existential
threat to this strategy and mandates the development of novel
classes of antimalarials. We are thrilled to announce our discovery
of a novel class of antimalarials which have to potential to save
hundreds of thousands of lives ” said Dr. Chirinjeev Kathuria,
co-founder and Executive Chairman.
Suren Ajjarapu, Chairman and CEO of Aesther,
commented, “Aesther is honored to be part of the exciting discovery
announced by Ocean Biomedical today. We look forward to working
with Ocean to bring these therapies to patients. This discovery,
coupled with the powerful approach in our malaria vaccine program,
will lead to long term shareholder value growth and
appreciation.”
About Aesther
Healthcare Acquisition Corp.Aesther is a special
purpose acquisition company (SPAC) formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses. Its principals possess public and private
market investing experience and operational knowledge to bring
value added benefits to Ocean Biomedical. The Aesther team has
substantial experience investing in and operating businesses in
multiple sectors, as well as a significant long-term track record
in creatively structuring transactions to unlock and maximize
value.
To learn more, visit
www.aestherhealthcarespac.com.
About Ocean
Biomedical
Ocean Biomedical, Inc. is a Providence, Rhode
Island-based biopharma company with an innovative business model
that accelerates the development and commercialization of
scientifically compelling assets from research universities and
medical centers. Ocean Biomedical deploys the funding and expertise
to move new therapeutic candidates efficiently from the laboratory
to the clinic, to the world. Ocean Biomedical is currently
developing five promising discoveries that have the potential to
achieve life-changing outcomes in lung cancer, brain cancer,
pulmonary fibrosis, and the prevention and treatment of malaria.
The Ocean Biomedical team is working on solving some of the world’s
toughest problems, for the people who need it most.
To learn more, visit www.oceanbiomedical.com
Forward-Looking Statements
This press release contains certain statements
that are not historical facts and are forward-looking statements
within the meaning of the federal securities laws with respect to
the proposed Transaction between Aesther and Ocean Biomedical,
including without limitation statements regarding the anticipated
benefits of the proposed Transaction, the anticipated timing of the
proposed Transaction, the implied enterprise value, future
financial condition and performance of Ocean Biomedical and the
combined company after the closing and expected financial impacts
of the proposed Transaction, the satisfaction of closing conditions
to the proposed Transaction, the level of redemptions of Aesther's
public stockholders and the products and markets and expected
future performance and market opportunities of Ocean Biomedical.
These forward-looking statements generally are identified by the
words "believe," "project," "expect," "anticipate," "estimate,"
"intend," “think,” "strategy," "future," "opportunity,"
“potential,” "plan," “seeks,” "may," "should," "will," "would,"
"will be," "will continue," "will likely result," and similar
expressions, but the absence of these words does not mean that a
statement is not forward-looking. Forward-looking statements are
predictions, projections and other statements about future events
that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties.
The announcement today is based solely on
laboratory and animal studies. Ocean Biomedical has not conducted
any studies that show similar efficacy or safety in humans. There
can be no assurances that this treatment will prove safe or
effective in humans, and that any clinical benefits of this
treatment is subject to clinical trials and ultimate approval of
its use in patients by the FDA. Such approval, if granted, could be
years away.
These forward-looking statements are provided
for illustrative purposes only and are not intended to serve as,
and must not be relied on as, a guarantee, an assurance, a
prediction or a definitive statement of fact or probability. Actual
events and circumstances are difficult or impossible to predict and
will differ from assumptions. Many factors could cause actual
future events to differ materially from the forward-looking
statements in this communication, including but not limited to: (i)
the risk that the proposed Transaction may not be completed in a
timely manner or at all, which may adversely affect the price of
Aesther's securities; (ii) the risk that the proposed Transaction
may not be completed by Aesther's business combination deadline;
(iii) the failure to satisfy the conditions to the consummation of
the proposed Transaction, including the approval of the Merger
Agreement by the stockholders of Aesther, the satisfaction of the
minimum net tangible assets and minimum cash at closing
requirements and the receipt of certain governmental, regulatory
and third party approvals; (iv) the occurrence of any event, change
or other circumstance that could give rise to the termination of
the Merger Agreement; (v) the failure to achieve the minimum amount
of cash available following any redemptions by Aesther's
stockholders; (vi) redemptions exceeding anticipated levels or the
failure to meet The Nasdaq Global Market's initial listing
standards in connection with the consummation of the proposed
Transaction; (vii) the effect of the announcement or pendency of
the proposed Transaction on Ocean Biomedical’s business
relationships, operating results, and business generally; (viii)
risks that the proposed Transaction disrupts current plans and
operations of Ocean Biomedical; (ix) the outcome of any legal
proceedings that may be instituted against Ocean Biomedical or
against Aesther related to the Merger Agreement or the proposed
Transaction ; (x) changes in the markets in which Ocean
Biomedical’s competes, including with respect to its competitive
landscape, technology evolution, or regulatory changes; (xi)
changes in domestic and global general economic conditions; (xii)
risk that Ocean Biomedical may not be able to execute its growth
strategies; (xiii) risks related to the ongoing COVID-19 pandemic
and response, including supply chain disruptions; (xiv) risk that
Ocean Biomedical may not be able to develop and maintain effective
internal controls; (xv) costs related to the proposed Transaction
and the failure to realize anticipated benefits of the proposed
Transaction or to realize estimated pro forma results and
underlying assumptions, including with respect to estimated
stockholder redemptions; (xvi) the ability to recognize the
anticipated benefits of the proposed Transaction and to achieve its
commercialization and development plans, and identify and realize
additional opportunities, which may be affected by, among other
things, competition, the ability of Ocean Biomedical to grow and
manage growth economically and hire and retain key employees;
(xvii) the risk that Ocean Biomedical may fail to keep pace with
rapid technological developments to provide new and innovative
products and services or make substantial investments in
unsuccessful new products and services; (xviii) the ability to
develop, license or acquire new therapeutics; (xix) the risk that
Ocean Biomedical will need to raise additional capital to execute
its business plan, which may not be available on acceptable terms
or at all; (xx) the risk that Ocean Biomedical, post-combination,
experiences difficulties in managing its growth and expanding
operations; (xxi) the risk of product liability or regulatory
lawsuits or proceedings relating to Ocean Biomedical’s business;
(xxii) the risk of cyber security or foreign exchange losses;
(xxiii) the risk that Ocean Biomedical is unable to secure or
protect its intellectual property; and (xxiv) those factors
discussed in Aesther's filings with the SEC and that that will be
contained in the proxy statement relating to the proposed
Transaction .
The foregoing list of factors is not exhaustive.
You should carefully consider the foregoing factors and the other
risks and uncertainties that will be described in the "Risk
Factors" section of the preliminary proxy statement and the
amendments thereto, the definitive proxy statement, and other
documents to be filed by Aesther from time to time with the SEC.
These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and while Ocean Biomedical and Aesther may elect to
update these forward-looking statements at some point in the
future, they assume no obligation to update or revise these
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by applicable law.
Neither of Ocean Biomedical or Aesther gives any assurance that
Ocean Biomedical or Aesther, or the combined company, will achieve
its expectations. These forward-looking statements should not be
relied upon as representing Aesther’s or Ocean Biomedical’s
assessments as of any date subsequent to the date of this press
release. Accordingly, undue reliance should not be placed upon the
forward-looking statements.
Additional Information and Where to Find
It
In connection with the Merger Agreement and the
proposed Transaction, Aesther intends to file with the U.S.
Securities and Exchange Commission (the "SEC") a proxy statement on
Schedule 14A relating to the proposed Transaction. This
communication is not intended to be, and is not, a substitute for
the proxy statement or any other document that Aesther has filed or
may file with the SEC in connection with the proposed Transaction.
Aesther's stockholders and other interested persons are advised to
read, when available, the preliminary proxy statement and the
amendments thereto, the definitive proxy statement and documents
incorporated by reference therein filed in connection with the
proposed Transaction, as these materials will contain important
information about Aesther, Ocean Biomedical, the Merger Agreement,
and the proposed Transaction. When available, the definitive proxy
statement and other relevant materials for the proposed Transaction
will be mailed to stockholders of Aesther as of a record date to be
established for voting on the proposed Transaction. Before making
any voting or investment decision, investors and stockholders of
Aesther are urged to carefully read the entire proxy statement,
when they become available, and any other relevant documents filed
with the SEC, as well as any amendments or supplements to these
documents, because they will contain important information about
the proposed Transaction. Aesther investors and stockholders will
also be able to obtain copies of the preliminary proxy statement,
the definitive proxy statement, and other documents filed with the
SEC that will be incorporated by reference therein, without charge,
once available, at the SEC's website at www.sec.gov, or by
directing a request to: Aesther Healthcare Acquisition Corp., 515
Madison Avenue, Suite 8078, New York, NY 10022, Attention: Mr.
Suren Ajjarapu.
Participants in the
SolicitationAesther, Ocean Biomedical and their respective
directors, executive officers, other members of management and
employees may be deemed participants in the solicitation of proxies
from Aesther's stockholders with respect to the proposed
Transaction. Investors and security holders may obtain more
detailed information regarding the names and interests in the
proposed Transaction of Aesther's directors and officers in
Aesther's filings with the SEC, including, when filed with the SEC,
the preliminary proxy statement and the amendments thereto, the
definitive proxy statement, and other documents filed with the SEC.
Such information with respect to Ocean Biomedical's directors and
executive officers will also be included in the proxy
statement.
No Offer or Solicitation
This press release is not a solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the proposed Transaction and will not constitute an
offer to sell or the solicitation of an offer to buy any
securities, nor will 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.
Investor ContactIR@aestherhealthcarespac.com
Ocean Biomedical Media RelationsKevin Kertscher Communications
Director kkertscher@oceanbiomedical.com
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