Gemini Therapeutics and Disc Medicine have entered into a definitive merger agreement to combine in an all-stock transaction.
The announcement came yesterday (August 10) and the combined company will focus on advancing Disc’s pipeline of hematology programs and is expected to operate under the name Disc Medicine Inc. upon shareholder approval.
The work will include multiple patient studies for its clinical-stage programs bitopertin and DISC-0974.
John Quisel, chief executive officer and president of Disc Medicine, said: “I’m delighted to announce this merger with Gemini, which comes at a pivotal moment for our company. In the last few months, we have initiated clinical studies in patients for both bitopertin and DISC-0974 and presented first-in-human data from DISC-0974, our hepcidin suppression program, establishing clinical proof-of-mechanism.,
“This transaction will provide us with tremendous financial strength, propel several programs through a series of data catalysts and enable us to explore the full potential of our pipeline.”
Syndicate of investors
In support of the merger, Disc has secured commitments from a syndicate of healthcare investors led by Access Biotechnology and including OrbiMed, Atlas Venture, 5AM Ventures, Novo Holdings A/S, Arix Bioscience, Rock Springs Capital, and Janus Henderson Investors, for a $53.5 million financing that is expected to close concurrent with the completion of the merger.
With the cash expected from both companies at closing and the proceeds of the concurrent financing, the combined company is currently expected to have approximately $175 million of cash or cash equivalents. The cash resources will be used to advance Disc’s pipeline through multiple clinical studies and provide runway into 2025. The merger and related financing are expected to close in the fourth quarter of 2022.
Georges Gemayel, chief executive officer at Gemini, said: “Gemini’s strategic review was a thorough and thoughtful process. We believe that this transaction presents an exciting opportunity for our shareholders.
“Disc has built a diversified, clinical-stage pipeline of product candidates, and we believe in the ability of Disc’s experienced management team to lead the combined company. We look forward to its continued success.”