Full Press Release Details
Jasper Therapeutics and Amplitude Healthcare
Acquisition Corporation Announce Merger to Create a Publicly Listed Leading Biotechnology Company in Hematopoietic Stem Cell Transplantation
includes up to $100 million in trust at Amplitude and a concurrent, fully committed $100 million PIPE financing from premier institutional
investors, led by new investor Federated Hermes Kaufmann Funds, affiliates of Amplitude's sponsor Avego and Metalmark, other new
biotechnology focused investors, and with participation from the founding Series A investors Abingworth
LLP, Qiming Venture Partners USA, Surveyor Capital (a Citadel company), Roche Venture Fund and Alexandria Venture Investments, LLC
Anticipated cash resources will be used to advance
JSP191, Jasper's first-in-class CD117 monoclonal antibody conditioning agent, which is currently in Phase 1/1b trials in patients
with AML/MDS and Severe Combined Immunodeficiency with upcoming studies in patients with Autoimmune Diseases, Sickle Cell Disease and
Fanconi Anemia undergoing hematopoietic cell transplantation
Additionally supports development of hematopoietic
stem cell engineering platform, which has potential to increase the cure rate across allogeneic and autologous gene therapy hematopoietic
Webcast to discuss the proposed transaction
scheduled for Friday, May 7th at 10:00 am ET
REDWOOD CITY, Calif., and NEW YORK, New York - May 6, 2021 -
Jasper Therapeutics, Inc., a biotechnology company focused on hematopoietic cell transplant therapies, and Amplitude Healthcare Acquisition
Corporation (Nasdaq: AMHCU), a special purpose acquisition company (SPAC) sponsored by affiliates of Avego Management, LLC and Metalmark
Capital, today announced they have entered into a definitive business combination agreement. Upon closing of the transaction, anticipated
to occur in the third quarter 2021, the combined company will be renamed Jasper Therapeutics, Inc., and its common stock is expected to
be listed on Nasdaq under the ticker symbol "JSPR."
"We would like to thank our financial partners at Amplitude and
our prestigious group of investors," said Bill Lis, executive chairman and CEO, Jasper Therapeutics. "This transaction provides
significant capital to accelerate the development of our two innovative programs, Jasper's first-in-class clinical stage anti-CD117
antibody transplant conditioning agent and in parallel our groundbreaking research stage Engineered Hematopoietic Stem Cell platform,
both of which have the potential to transform the field and expand hematopoietic stem cell therapy cures to a far greater number of patients
than is possible today."
"At Jasper we are focused on a mission to cure several life threatening
diseases such as blood cancers, sickle cell disease, severe combined immunodeficiency, and severe autoimmune diseases that affect a large
number of patients who have historically been underserved by industry research and development, including infants, women, minorities and
In addition to the funds held in Amplitude's trust account (approximately
$100 million less any redemptions), the transaction also includes commitments for a $100 million private investment in public equity (PIPE)
priced at $10.00 per share. Investors in the PIPE include lead investor Federated Hermes Kaufmann Funds and affiliates of the SPAC sponsor
including Avego, Velan Capital and Metalmark, as well as Amgen, Christian Angermayer's Apeiron Investment Group, Kingdon Capital
Management, and Woodline Partners LP, in addition to existing Jasper investors Abingworth LLP, Qiming Venture Partners USA, Surveyor Capital
(a Citadel company), Roche Venture Fund and Alexandria Venture Investments, LLC. Jasper Therapeutics is expected to have cash resources
of approximately $180 million at the closing of the transaction (less any redemptions from the Amplitude trust account).
The boards of directors of both Jasper Therapeutics and Amplitude have
unanimously approved the proposed transaction. Completion of the transaction, which is expected in the third quarter of 2021, is subject
to approval of Amplitude's stockholders and the satisfaction or waiver of certain other customary closing conditions.
"Jasper Therapeutics has a strong management team with deep scientific
expertise in the field and a track record developing and commercializing novel drugs, along with a pipeline that could make it a formidable
leader in hematopoietic stem cell transplantation for a broad range of indications," said Vishal Kapoor, President of Amplitude.
"When Jasper Therapeutics emerges as a public company, it will be positioned as a well-funded leader in hematopoietic stem cell
conditioning and engineering, an area that has seen far too little innovation."
Jasper Therapeutics expects to use the cash resources of the combined
company following the merger and PIPE to support the clinical development of JSP191, a first-in-class humanized monoclonal antibody in
clinical development as a conditioning agent that clears hematopoietic stem cells from bone marrow, creating an empty space for donor
or gene-corrected transplanted stem cells to engraft. To date, JSP191 has been evaluated in more than 90 healthy volunteers and patients.
It is currently enrolling in two clinical trials for acute myeloid leukemia (AML)/ myelodysplastic syndromes (MDS) and severe combined
immunodeficiency (SCID) and is scheduled to begin enrollment in 3 additional studies in 2021 for severe autoimmune disease, sickle cell
disease and Fanconi anemia patients undergoing hematopoietic cell transplantation.
Jasper Therapeutics also expects to use the cash resources of the combined
company to continue to advance its preclinical Engineered Hematopoietic Stem Cell (eHSCs) platform, which is designed to overcome key
limitations of allogeneic and autologous gene-edited stem cell grafts. By using mRNA or DNA editing, Jasper Therapeutics can give the
donor or gene-edited stem cells a proliferative and survival advantage over the patient's existing stem cells. Preclinical data
have demonstrated that Jasper's eHSCs grow faster and outcompete normal hematopoietic stem cells and that they can be engineered
to become resistant to inhibition by JSP191, suggesting that they could be combinable as a conditioning and therapeutic pair.
Transaction Overview
Assuming a share price of $10.00 per share and no redemptions of Amplitude
shares, Jasper Therapeutics is expected to have an initial market capitalization of approximately $490 million dollars. Upon the closing
of the business combination, and assuming no redemptions of shares of Amplitude by its public stockholders, Jasper Therapeutics is expected
to have cash resources of approximately $180 million at the closing of the transaction (less any redemptions). The proceeds will be funded
through a combination of approximately $100 million cash in trust by Amplitude (less any redemptions from its trust account) and a $100
million concurrent PIPE of common stock issued at $10.00 per share, anchored by leading institutional investors. As part of the transaction,
Jasper Therapeutics' existing equity holders will roll 100% of their equity into the combined company.
The boards of directors of both Jasper Therapeutics and Amplitude have
unanimously approved the proposed transaction, which is expected to be completed in the third quarter of 2021. The transaction is subject
to, among other things, the approval of the stockholders of both Jasper Therapeutics and Amplitude, satisfaction or waiver of the conditions
stated in the definitive business combination agreement.
Additional information about the transaction will be provided in a
Current Report on Form 8-K to be filed by Amplitude with the SEC and will be available at the SEC's website at www.sec.gov. In addition,
Amplitude intends to file a registration statement on Form S-4 with the SEC, which will include a proxy statement/prospectus, and will
file other documents regarding the proposed transaction with the SEC.
Credit Suisse is acting as lead PIPE placement agent and capital markets
advisor to Jasper Therapeutics, William Blair is acting as co-placement agent and financial advisor and Cantor Fitzgerald as co-placement
agent. Paul Hastings LLP is serving as legal counsel to Jasper Therapeutics. BMO Capital Markets and Oppenheimer & Co. Inc. are acting
as capital markets advisors to Amplitude. Wilmer Cutler Pickering Hale and Dorr LLP is serving as legal counsel to Amplitude.
The management team of Jasper Therapeutics will host a webcast on Friday,
May 7 at 10:00 am ET to provide a brief overview of Jasper and the proposed merger. The webcast can be accessed here: http://public.viavid.com/index.php?id=144896.
About Jasper Therapeutics
Jasper Therapeutics is a biotechnology company
focused on the development of novel curative therapies based on the biology of the hematopoietic stem cell. The company's lead compound,
JSP191, is in clinical development as a conditioning antibody that clears hematopoietic stem cells from bone marrow in patients undergoing
a hematopoietic cell transplantation. This first-in-class conditioning antibody is designed to enable safer and more effective curative
hematopoietic cell transplants and gene therapies. Jasper Therapeutics is also advancing the development of a novel hematopoietic stem
cell engineering platform.
About Amplitude Healthcare Acquisition Corporation
Amplitude was founded by Avego and Metalmark to seek innovative private
life sciences company acquisition targets. We leverage our management and board's reputation, experience, and track record of making
investments and creating value in the industry. We have a strong history of building and growing companies as constructive and trustworthy
partners. For more information, please visit: https://www.amplitudehealthcare.com.
Important Information and Where to Find It
This press release relates to a proposed transaction
between Jasper Therapeutics and Amplitude. This press release does not constitute an offer to sell or exchange, or the solicitation of
an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or
exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In connection with
the transaction described herein, Amplitude intends to file relevant materials with the SEC, including a registration statement on Form
S-4, which will include a proxy statement/prospectus. Promptly after the registration statement is declared effective by the SEC, Amplitude
will mail the definitive proxy statement/prospectus and a proxy card to each stockholder as of a record date for the meeting of Amplitude
stockholders to be established for voting on the proposed business combination. Investors and security holders of Amplitude are urged