Alpha Healthcare Acquisition Corp. III Announces Successful Closing of Business Combination with Carmell Therapeutics Corporation
July 14 2023 - 3:12PM
Business Wire
Alpha Healthcare Acquisition Corp. III (Nasdaq: ALPA) (“ALPA”),
a special purpose acquisition company led by Mr. Rajiv Shukla,
today announced the successful completion of its business
combination (the “Business Combination”) with Carmell Therapeutics
Corporation, a Phase 2 stage regenerative medicine platform company
developing allogeneic plasma-based biomaterials for active soft
tissue repair, aesthetics and orthopedic indications
(“Carmell”).
The resulting combined company, Carmell Therapeutics
Corporation, is expected to commence trading of its shares of
common stock and warrants on the Nasdaq Capital Market® under the
ticker symbols “CTCX” and “CTCXW,” respectively, on July 17, 2023.
Mr. Shukla will serve as Executive Chairman and Mr. Randy Hubbell
will serve as Chief Executive Officer of the combined company.
Said Mr. Hubbell, “I am excited to partner with Rajiv and ALPA
to accelerate our vision to offer Plasma-based Bioactive Materials
to restore and repair human tissue for a range of aesthetics/soft
tissue and orthopedic indications.”
Said Mr. Shukla, “I look forward to working with Randy and the
Carmell team to build an Industry-leading regenerative medicine
company through a combination of in-house product development,
bolt-on acquisitions and business development aimed at
aesthetics/soft tissue and orthopedic indications.”
Transaction Details On January 4, 2023, ALPA and Carmell
entered into a definitive Business Combination agreement. The
Business Combination was approved by ALPA stockholders on July 11,
2023, following approval by Carmell stockholders. After reservation
for certain tax obligations and satisfaction of redemption
requests, the ALPA Trust retained gross proceeds of approximately
$29.4 million. Goodwin Procter LLP acted as legal counsel to ALPA.
Troutman Pepper Hamilton Sanders LLP acted as legal counsel to
Carmell.
About ALPA Alpha Healthcare Acquisition Corp. III is a
special purpose acquisition company formed for the purpose of
effecting a business combination with one or more businesses in the
healthcare sector. The company was founded by Mr. Rajiv Shukla who
has over two decades of buyouts, investments and operations
experience in the healthcare industry. For more information, visit
www.constellationalpha.com.
About Carmell Carmell Therapeutics is a Phase 2 stage
regenerative medicine platform company developing allogeneic
plasma-based biomaterials that are designed to boost innate
regenerative pathways across a variety of bone and soft tissue
indications. Carmell received FDA clearance for a Phase 2-stage
clinical trial designed to study accelerated healing and reduced
infections in open tibia (shinbone) fractures with intramedullary
rodding. Carmell expects to initiate a Phase 2 trial for Foot/Ankle
Fusion. Pre-clinical development is also underway in Spinal Fusion,
Dental Bone Graft Substitute, Androgenetic Alopecia, Active Soft
Tissue Repair and Cosmetic Skin Rejuvenation. For more information,
visit www.carmellrx.com.
Forward-Looking Statements This press release contains
forward-looking statements that are based on beliefs and
assumptions and on information currently available. In some cases,
you can identify forward-looking statements by the following words:
“may,” “will,” “could,” “would,” “should,” “expect,” “intend,”
“plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,”
“potential,” “continue,” “ongoing” or the negative of these terms
or other comparable terminology, although not all forward-looking
statements contain these words. These statements involve risks,
uncertainties and other factors that may cause actual results,
levels of activity, performance or achievements to be materially
different from the information expressed or implied by these
forward-looking statements. Although we believe that we have a
reasonable basis for each forward-looking statement contained in
this press release, we caution you that these statements are based
on a combination of facts and factors currently known by us and our
projections of the future, about which we cannot be certain.
Forward-looking statements in this press release include, but are
not limited to, statements regarding the proceeds of the business
combination, the initial market capitalization of the combined
company, the leadership of the combined company, the timing of the
commencement of trading on the Nasdaq Capital Market and the
benefits of the business combination, as well as statements about
the potential attributes and benefits of Carmell’s product
candidates and the format and timing of Carmell’s product
development activities and clinical trials. We cannot assure you
that the forward-looking statements in this press release will
prove to be accurate. These forward-looking statements are subject
to a number of significant risks and uncertainties that could cause
actual results to differ materially from expected results,
including, among others, the ability to recognize the anticipated
benefits of the business combination, the outcome of any legal
proceedings that may be instituted against Carmell following
completion of the business combination, the impact of COVID-19 on
Carmell’s business, the ability to obtain or maintain the listing
ALPA’s common stock on Nasdaq following the proposed business
combination, costs related to the proposed business combination,
changes in applicable laws or regulations, the possibility that
ALPA. or Carmell may be adversely affected by other economic,
business, and/or competitive factors, and other risks and
uncertainties, including those to be included under the header
“Risk Factors” in the registration statement on Form S-4 filed by
ALPA with the SEC, as amended (File No. 333-269733). Most of these
factors are outside of Carmell’s control and are difficult to
predict. Furthermore, if the forward-looking statements prove to be
inaccurate, the inaccuracy may be material. In light of the
significant uncertainties in these forward-looking statements, you
should not regard these statements as a representation or warranty
by us or any other person that we will achieve our objectives and
plans in any specified time frame, or at all. The forward-looking
statements in this press release represent our views as of the date
of this press release. We anticipate that subsequent events and
developments will cause our views to change. However, while we may
elect to update these forward-looking statements at some point in
the future, we have no current intention of doing so except to the
extent required by applicable law. You should, therefore, not rely
on these forward-looking statements as representing our views as of
any date subsequent to the date of this press release.
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version on businesswire.com: https://www.businesswire.com/news/home/20230714306459/en/
Carmell Investors: Rajiv Shukla Executive Chairman
rshukla@carmellrx.com
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