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Edge Therapeutics, Privately Held PDS Biotech Announce Reverse Merger

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Edge Therapeutics, Privately Held PDS Biotech Announce Reverse Merger
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Penny stock Edge Therapeutics Inc (NASDAQ: EDGE) is seeing strong buying interest Monday following the announcement of a merger agreement. 

The stock was trading up by 4.31 percent to 73 cents at the time of publication. 

What Happened

Edge Therapeutics announced its intention to merge with the privately held, clinical-stage cancer immunotherapy company PDS Biotechnology Corp. The boards of both companies approved the proposed transaction, the companies said in a joint press release. 

The reverse merger deal is structured as a stock-for-stock transaction in which all PDS shares would be converted into Edge common stock, with the exchange ratio suggesting that immediately following the merger, PDS shareholders will own about 70 percent of the combined company and existing Edge shareholders will hold the remainder. 

A reverse merger deal is a transaction in which an active private company merges with a dormant public company in a bid to go public  without having to go through the arduous route of a traditional initial public offering.

Edge announced a comprehensive review of strategic alternatives in April in a bid to maximize shareholder value. The decision followed a failed late-stage trial of its aneurysmal subarachnoid hemorrhages treatment candidate, which subsequently forced the company to announce layoffs.

Why It's Important

Edge sees the merger as facilitating the creation of a publicly traded immuno-oncology company that develops novel products to treat early- and late-stage cancer.

PDS Biotech's lead candidate PDS101 has demonstrated immunotherapeutic anti-cancer activity and a favorable safety profile in early stage cervical cancer in a Phase 1/2 clinical trial.

"We expect that the combined company will have the financial resources and experienced leadership to accomplish our key near-term objectives: first, to initiate multiple late-stage clinical studies for our lead product candidate PDS0101; and second, to further advance our preclinical programs toward the clinic," PDS CEO Frank Bedu-Addo said in a statement.

What's Next

The deal is expected to close in the first quarter of 2019.

Following the consummation of the deal, the merged entity will function under the name PDS Biotechnology Corp., with the shares of the combined company to be listed on the Nasdaq under a new ticker symbol to be announced at a later date.

On the pipeline front, the combined company plans to initiate Phase 2b/3 clinical trials of PDS101 in HPV-associated cancers.

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