Akari Therapeutics to merge with Peak Bio; Akari to issue ~50% of post-merger ADSs

Akari Therapeutics Plc

Akari acquires Peak Bio via merger; Peak Bio survives as wholly-owned subsidiary.
Consideration: Akari ADSs representing ~50% of outstanding Akari ADSs post-closing, adjusted for net cash.
Voting agreements with ~39.5% of Akari shareholders and ~39.3% of Peak Bio stockholders to vote in favor.
Conditions include $10M PIPE investment, S-4 effectiveness, Nasdaq listing, and no material adverse effect.
Termination fee of $300,000 plus expense reimbursement up to $1.5 million under specified circumstances.

item 1.01 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Akari Therapeutics Plc entered into Agreement and Plan of Merger with Peak Bio, Inc. (effective 2024-03-04).

Action: entry
Agreement: merger
Counterparty: Peak Bio, Inc.
Effective: 2024-03-04

Exact text from the filing

On March 4, 2024, Akari Therapeutics, Plc, a public company limited by shares incorporated in England and Wales (" Akari "), entered into an Agreement and Plan of Merger (the " Merger Agreement ") with Peak Bio, Inc. (" Peak Bio ") and Pegasus Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Akari (" Merger Sub ")

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Akari Therapeutics Plc filing history →

Source: SEC EDGAR

accession 0001104659-24-030777

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