8-K
filed March 18, 2024, 7:59 PM ET
ticker PHGE
CIK 0001739174
M&A
confidence high
sentiment neutral
materiality 0.75
BiomX Inc. (PHGE): M&A transaction — BiomX completes acquisition of Adaptive Phage Therapeutics, appoints new directors
BiomX Inc.
- On March 15, 2024, BiomX closed acquisition of Adaptive Phage Therapeutics (APT) per merger agreement filed March 6.
- Issued warrants for 250,000 common shares at $5.00 to APT's landlord in connection with lease amendment.
- Three prior directors (Lynne Sullivan, Jason Marks, Michael Dambach) resigned effective immediately before closing.
- Appointed Dr. Jesse Goodman, Jonathan Leff, and Gregory Merril to the board; Goodman and Merril as Class II, Leff as Class III.
- Consummated a previously announced private placement of Series X preferred stock and warrants concurrently with the closing.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gregory Merril was appointed as Director at BiomX Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jonathan Leff was appointed as Director at BiomX Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michael Dambach resigned as Director at BiomX Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
on March 15, 2024, immediately prior to the Closing, Lynne Sullivan, Jason Marks, and Michael Dambach resigned from the board of directors of the Company (the “Board”) and any respective committee of the Board of which they were members.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jason Marks resigned as Director at BiomX Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
on March 15, 2024, immediately prior to the Closing, Lynne Sullivan, Jason Marks, and Michael Dambach resigned from the board of directors of the Company (the “Board”) and any respective committee of the Board of which they were members.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Lynne Sullivan resigned as Director at BiomX Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
on March 15, 2024, immediately prior to the Closing, Lynne Sullivan, Jason Marks, and Michael Dambach resigned from the board of directors of the Company (the “Board”) and any respective committee of the Board of which they were members.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jesse Goodman was appointed as Director at BiomX Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.7
BiomX Inc.: Filed Certificate of Designation for Series X Non-Voting Convertible Preferred Stock in connection with a private placement (effective 2024-03-14).
- Change
- charter amendment
- Effective
- 2024-03-14
Exact text from the filing
On March 14, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series X Non-Voting Convertible Preferred Stock
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
BiomX Inc. completed an acquisition involving Adaptive Phage Therapeutics, Inc. (closed 2024-03-15).
- Action
- acquisition
- Counterparty
- Adaptive Phage Therapeutics, Inc.
- Closing
- 2024-03-15
Exact text from the filing
On March 15, 2024, BiomX Inc., a Delaware corporation (the “Company” or “BiomX”), completed its previously announced acquisition (the “Acquisition”) of Adaptive Phage Therapeutics, Inc., a Delaware corporation (“APT”), pursuant to that certain Agreement and Plan of Merger
View on SEC.gov
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