Full Press Release Details
Helix Acquisition Corp. II and BridgeBio Oncology
Therapeutics Announce Effectiveness of Registration Statement for Proposed Business Combination
Extraordinary General Meeting of Helix Shareholders
Scheduled for August 4, 2025
SOUTH SAN FRANCISCO & BOSTON, July 11,
2025 (GLOBE NEWSWIRE) -- Helix Acquisition Corp. II ("Helix") (Nasdaq: HLXB), a special purpose
acquisition company ("SPAC") sponsored by Cormorant Asset Management, and TheRas, Inc. (d/b/a BridgeBio
Oncology Therapeutics) ("BBOT"), a clinical-stage biopharmaceutical company advancing a next-generation
pipeline of novel small molecule therapeutics targeting RAS and PI3K malignancies, today announced that the registration statement
on Form S-4 (File No. 333-288222) (as amended, the "Registration Statement"),
filed by Helix and BBOT, relating to the previously-announced business combination among Helix, BBOT, and the other parties thereto
(the "Business Combination"), has been declared effective by the U.S. Securities and Exchange Commission
The extraordinary general meeting of Helix shareholders
in connection with the Business Combination (the "Extraordinary General Meeting") will be held on August 4,
2025. The proxy statement/prospectus relating to the Extraordinary General Meeting will be mailed to Helix's shareholders of record
as of the close of business on the record date of June 30, 2025.
The parties anticipate that the Business Combination
will close in August 2025, subject to satisfaction of the conditions to the closing of the Business Combination.
About TheRas, Inc. (d/b/a BridgeBio Oncology
Therapeutics) ("BBOT")
BridgeBio Oncology Therapeutics (BBOT) is a clinical-stage
biopharmaceutical company advancing a next-generation pipeline of novel small molecule therapeutics targeting RAS and PI3K malignancies.
Initially formed as a subsidiary of BridgeBio Pharma, Inc. (Nasdaq: BBIO), BBOT has the goal of improving outcomes for patients with cancers
driven by the two most prevalent oncogenes in human tumors. For more information, visit bbotx.com.
About Helix Acquisition Corp. II (HLXB)
Helix Acquisition Corp. II (Nasdaq: HLXB) is a
special purpose acquisition company (SPAC) formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock
purchase, reorganization, or similar business combination with one or more businesses. Helix Acquisition Corp. II raised $184 million
in its initial public offering on February 9, 2024. Helix is sponsored by affiliates of Cormorant Asset Management and is headquartered
in Boston, Massachusetts.
Additional Information and Where to Find
As previously disclosed, Helix, BBOT and
Helix II Merger Sub., a Delaware corporation and wholly-owned subsidiary of Helix ("Merger Sub"), entered
into a definitive business combination agreement, dated as of February 28, 2025 (as amended by Amendment No. 1 to the Business
Combination Agreement, dated as of June 17, 2025, as it may be further amended, restated, supplemented or otherwise modified from
time to time, the "Business Combination Agreement"), pursuant to which, subject to the satisfaction or
waiver of the conditions therein, the parties thereto will consummate the Business Combination. Upon closing of the transaction, the
company will be renamed "BridgeBio Oncology Therapeutics" ("PubCo"). The Business Combination
will be submitted to shareholders of Helix for their consideration. The Registration Statement, which was declared effective by the
SEC on July 10, 2025, includes a proxy statement/prospectus that is both the proxy statement of Helix and a prospectus of PubCo
relating to the shares to be issued in connection with the Business Combination (the "Proxy
Statement/Prospectus"). The definitive Proxy Statement/Prospectus will be mailed to Helix's shareholders of
record as of June 30, 2025, the record date established for voting on the Business Combination. Helix, BBOT and/or PubCo may also
file other relevant documents regarding the Business Combination with the SEC. This press release does not contain all the
information that should be considered concerning the Business Combination and other matters and is not intended to provide the basis
for any investment decision or any other decision in respect of such matters. Before making any voting or investment
decision, Helix's shareholders and other interested persons are urged to read the Proxy Statement/Prospectus and other
documents filed in connection with the Business Combination, because these documents will contain important information about Helix,
BBOT, PubCo and the Business Combination. Shareholders will also be able to obtain free copies of the Registration Statement,
the Proxy Statement/Prospectus and other documents filed with the SEC, once available, without charge, at the SEC's website
located at www.sec.gov, or by directing a request to Helix Acquisition Corp. II, c/o Cormorant Asset Management, LP, 200 Clarendon
Street, 52nd Floor, Boston, MA 02116.
Participants in the Solicitation
Helix, BBOT, and their directors and executive
officers and other persons may be deemed to be participants in the solicitations of proxies from Helix's shareholders in respect
of the Business Combination and the other matters set forth in the Registration Statement. A list of the names of such persons, and information
regarding their interests in the Business Combination and their ownership of Helix's and BBOT's securities are contained in
the Proxy Statement/Prospectus. The Proxy Statement/Prospectus may be obtained free of charge at the SEC's website located at www.sec.gov,
or by directing a request to Helix Acquisition Corp. II, c/o Cormorant Asset Management, LP, 200 Clarendon Street, 52nd Floor, Boston,
Forward-Looking Statements
Certain statements included in this press release
that are not historical facts are forward-looking statements. Forward-looking statements generally are accompanied by words such as "believe,"
"may," "will," "estimate," "continue," "anticipate," "intend,"
"expect," "should," "would," "plan," "predict," "potential," "seem,"
"seek," "future," "outlook" and similar expressions that predict or indicate future events or trends
or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding
estimates and forecasts of other financial and performance metrics and projections of market opportunity; expectations and timing related
to the success, cost and timing of product development activities, including timing of initiation, completion and data readouts for clinical
trials and the potential approval of BBOT's product candidates, including the progress and results of the ONKORAS-101 and BREAKER-101
clinical trials and the expected dosing of the first patient with BBO-11818; the clinical and therapeutic potential of BBO-8520, BBO-10203
and BBO-11818; the size and growth potential of the markets for BBOT's product candidates; the therapeutic and curative potential
of BBOT's product candidates; financing and other business milestones; potential benefits of the business combination; and expectations
relating to the business combination, including the proceeds of the business combination and the financing and BBOT's expected cash
runway and the timing of the closing of the business combination. These statements are based on various assumptions, whether or not identified
in this press release, and on the current expectations of BBOT's and Helix's management and are not predictions of actual
performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not
be relied on by an investor as a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events
and circumstances are difficult or impossible to predict and may differ from assumptions. Many actual events and circumstances are beyond
the control of BBOT and Helix. These forward-looking statements are subject to a number of risks and uncertainties, including changes
in domestic and foreign business, market, financial, political, and legal conditions; the inability of the parties to successfully or
timely enter into definitive agreements with respect to the business combination or consummate the business combination, including the
risk that any regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions (such as any SEC statements
or enforcements or other actions relating to SPACs) that could adversely affect the combined company or the expected benefits of the business
combination, or the risk that the approval of the shareholders of Helix or any other condition to closing is not obtained; failure to
realize the anticipated benefits of the business combination; risks relating to any legal proceedings that may be instituted against Helix,
the combined company or others following the announcement of the business combination, risks relating to the uncertainty of the projected
financial information with respect to BBOT and the combined company; risks related to the approval of BBOT's product candidates
and the timing of expected regulatory and business milestones; ability to negotiate definitive contractual arrangements with potential
customers; the impact of competitive product candidates; ability to obtain sufficient supply of materials; global economic and political
conditions; the effects of competition on BBOT's future business; the amount of redemption requests made by Helix's public
shareholders; and those factors discussed in documents Helix has filed or will file with the SEC. Additional risks related to BBOT's
business include, but are not limited to: uncertainty regarding outcomes of BBOT's ongoing clinical trials, particularly as they
relate to regulatory review and potential approval for its product candidates; risks associated with BBOT's efforts to commercialize
its product candidates; BBOT's ability to maintain its existing agreements with third parties and to negotiate and enter into new
definitive agreements on favorable terms, if at all; the impact of competing product candidates on BBOT's business; intellectual
property-related claims; BBOT's ability to attract and retain qualified personnel; and BBOT's ability to source the raw materials
for its product candidates.
If any of these risks materialize or Helix's
or BBOT's assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking
statements. There may be additional risks that neither Helix or BBOT presently know or that Helix and BBOT currently believe are immaterial