Completion of the transaction, which is expected in the third quarter of 2021, is subject to approval of MAAC shareholders and the satisfaction or waiver of certain other customary closing conditions. The boards of directors of both Roivant and MAAC have unanimously approved the proposed transaction. “We look forward to continuing to deliver important medicines to patients through our development engine and our rapidly growing drug discovery capabilities spanning multiple therapeutic areas and modalities.” “I look forward to the next chapter of Roivant’s growth by beginning our life as a public company with an exceptionally strong and diverse base of long-term investors,” said Mr. Roivant founder Vivek Ramaswamy will continue to serve as Executive Chairman.
Roivant will continue to operate under its current management team led by Chief Executive Officer Matthew Gline. Based on our extensive due diligence spanning the last 5 months, I look forward to a long-lasting partnership with one of the most exciting and innovative companies in the life sciences industry.” “I first met the company in 2015 and have watched its growth over the last 6 years with admiration. “Roivant is at the cutting edge of using technology to discover and develop transformative medicines for a wide range of serious diseases, and in a very short time they have established a remarkable track record of building subsidiaries that have run successful registrational clinical trials for approved medicines,” said Mr. Momtazee was a 21-year veteran of KKR where he helped form its health care investment team 20 years ago and ran that team for over a decade. Prior to founding Patient Square Capital, Mr. Jim Momtazee, Managing Partner of Patient Square Capital, will join Roivant’s board of directors.
In addition, Patient Square Capital has agreed to convert an additional 30% of its shares of MAAC to earn-out shares subject to performance vesting thresholds: 20% of its shares will vest at $15.00 per share and 10% will vest at $20.00 per share for 20 of 30 trading days within five years of closing. Patient Square Capital and key Roivant equity holders and management have agreed to long-term lockups, with at least 50% of their holdings locked up for three years. Proceeds are expected to extend the company’s operating runway through mid-2024. New institutional and strategic investors and existing Roivant shareholders have committed to participate in the PIPE, including Fidelity Management & Research Company LLC, Eventide Asset Management, Suvretta Capital, Palantir Technologies, RTW Investments, LP, Viking Global Investors, Sumitomo Dainippon Pharma, and SB Management, a subsidiary of SoftBank Group Corp. This includes up to $411 million currently held in MAAC’s trust account, as well as a concurrent $200 million common stock private investment in public equity (“PIPE”) priced at $10.00 per share. The transaction is expected to deliver up to $611 million of gross proceeds to fund discovery and development programs. Upon closing of the transaction, outstanding shares and warrants of MAAC will be exchanged for newly issued shares and warrants of Roivant Sciences, which is expected to be listed on Nasdaq under the new ticker symbol “ROIV.” (Nasdaq: MAAC), a special purpose acquisition company sponsored by Patient Square Capital, today announced that they have entered into a definitive business combination agreement.
NEW YORK, MENLO PARK, LONDON, and BASEL, Switzerland, - Roivant Sciences, a biopharmaceutical and healthcare technology company, and Montes Archimedes Acquisition Corp.
MONTES ARCHIMEDES ACQUISITION CORP PRO
Pro forma net cash position of up to $2.3 billion following transaction will enable strategic pipeline expansion through internal drug discovery and in-licensing, continued development of wholly-owned drugs, and commercialization.
Transaction includes $411 million in trust at MAAC and a concurrent, fully committed $200 million PIPE financing from leading healthcare investors including Fidelity Management & Research Company LLC, Eventide Asset Management, Suvretta Capital, RTW Investments, LP, Viking Global Investors, and SB Management, a subsidiary of SoftBank Group Corp., as well as strategic investors including Sumitomo Dainippon Pharma and Palantir Technologies.
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