Full Press Release Details
Biomedical and Aesther Healthcare Acquisition Corp. Announce Publication of Discovery Data for a Major Anti-Tumor Pathway in
Malignant Melanoma and Other Cancers
outline novel bispecific antibody approach that generates strong anti-tumor response in malignant melanoma, holding potential to control
important pathways in multiple cancer types
Biomedical is expected to become a publicly traded company on the NASDAQ global market under the symbols "OCEA" and "OCEAW"
following the closing of a Business Combination with Aesther Corporation
RI and New York, NY, Jan 30, 2023. Ocean Biomedical and Aesther Healthcare Acquisition Corp. (NASDAQ: AEHA) announced today the discovery
of a second major anti-tumor pathway and therapeutic approach that targets CTLA-4, inhibiting the metastasis of malignant melanoma
cells to the lung using a novel bispecific antibody approach. This major regulating mechanism discovery, recently published in Frontiers
in Immunology, by Ocean Biomedical's Scientific Co-founder and Brown University's Emeritus Dean of Medicine and Biological
Sciences, Dr. Jack A. Elias, builds on his team's prior discoveries that target Chitinase 3-like-1 (CHI3LI) and its
role in inhibiting T-cell proliferation. Additionally, this promising research reveals a third anti-tumor pathway targeting T-cell co-stimulation
using the inducible co-stimulator (ICOS) and its ligand ICOSL, and Cluster of Differentiation 28 (CD28) and its ligands B7-1 and B7-2.
Ocean Biomedical's novel approach to tumor suppression, focused on controlling CHI3LI, other immune checkpoint inhibitors, and
T-cell co-stimulators, has potential application for tumor suppression across multiple cancer pathways.
you control CH3L1, you don't just control one anti-cancer pathway, you simultaneously control many anti-cancer pathways. This is
an unprecedented leap forward and we are very pleased at the spotlight that Frontiers in Immunology has placed on it," commented
Dr. Jack A. Elias, Scientific co-founder. "In searching for and narrowing in on major pathways that are applicable across cancer
types, we are making discoveries that will drive cancer research, and eventually treatment and patient outcomes, forward."
are excited to extend the tumor-control application of Dr. Elias' discovery that CHI3L1 is a critical regulator of T-cell activity.
These therapies have the potential to save lives of people affected not just by lung metastasis, and melanoma, but also non-small cell
lung cancer, glioblastoma and other forms of cancer," said Dr. Chirinjeev Kathuria, co-founder and Executive Chairman.
melanoma, a very serious skin cancer with a 22.5% five-year survival for patients with Stage IV disease, can metastasize to other organs.
Once it has spread to other organs, it is difficult to treat - in some cases, it can spread to the lungs and result in non-small
cell lung cancer (NSCLC), a major unmet medical need that accounts for 85% of pulmonary malignancies and affects approximately 450,000
individuals. In over 50% of affected NSCLC patients, tumors are not diagnosed until the advanced stages, with metastatic spread that
precludes curative surgical resection.
studies of NSCLC have highlighted the effectiveness of immune checkpoint inhibitor (ICPI), therapies that block cancer-proliferating
proteins like CHI3L1 and help the patient's body recognize and attack cancer cells. Unfortunately, only a minority of patients
respond to these therapies and the responses are often not durable.
studies from Ocean Biomedical have demonstrated that CHI3L1 is a critical regulator of a number of key cancer-causing pathways, highlighting
its ability to inhibit tumor cell death (apoptosis), its inhibition of the expression of the tumor suppressors P53 and PTEN and its stimulation
of the B-RAF protooncogene. Most recently Dr. Elias's research team has discovered that CHI3L1 is a "master regulator"
of ICPI, including key elements of the PD-1 and CTLA4 pathways. In accord with the importance of these pathways, Ocean has also generated
antibodies: 1.) a monoclonal antibody against CHI3L1, 2.) bispecific antibodies that simultaneously target CHI3L1 and PD-1,
and 3.) a new bispecific antibody that simultaneously targets CHI3L1 and CTLA4. The impressive ability of these bispecific
antibodies to control primary and metastatic lung cancer in murine experimental modeling systems have been discussed in detail in an
earlier article in the Journal of Clinical Investigation, and this expanded approach in Frontiers in Immunology.
Ajjarapu, Chairman and CEO of Aesther, commented, "Immunotherapy is the future of cancer care, and Aesther is proud to be partnering
with Ocean Biomedical in advancing the development of their cancer treatments, along with their fibrosis treatments, and their global
malaria program. We look forward to working with Ocean Biomedical to bring all of these therapies to patients, for the long-term shareholder
value and the continued advancement of medical science."
Aesther Healthcare Acquisition Corp.
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. Its principals possess public and private
market investing experience and operational knowledge to bring value added benefits to Ocean Biomedical. The Aesther team has substantial
experience investing in and operating businesses in multiple sectors, as well as a significant long-term track record in creatively structuring
transactions to unlock and maximize value.
learn more, visit www.aestherhealthcarespac.com.
Biomedical, Inc. is a Providence, Rhode Island-based biopharma company with an innovative business model that accelerates the development
and commercialization of scientifically compelling assets from research universities and medical centers. Ocean Biomedical deploys the
funding and expertise to move new therapeutic candidates efficiently from the laboratory to the clinic, to the world. Ocean Biomedical
is currently developing five promising discoveries that have the potential to achieve life-changing outcomes in lung cancer, brain cancer,
pulmonary fibrosis, and the prevention and treatment of malaria. The Ocean Biomedical team is working on solving some of the world's
toughest problems, for the people who need it most.
learn more, visit www.oceanbiomedical.com
press release contains certain statements that are not historical facts and are forward-looking statements within the meaning of the
federal securities laws with respect to the proposed merger agreement between Aesther and Ocean Biomedical (the "Transaction"),
including without limitation statements regarding the anticipated benefits of the proposed Transaction, the anticipated timing of the
proposed Transaction, the implied enterprise value, future financial condition and performance of Ocean Biomedical and the combined company
after the closing and expected financial impacts of the proposed Transaction, the satisfaction of closing conditions to the proposed
Transaction, the level of redemptions of Aesther's public stockholders and the products and markets and expected future performance
and market opportunities of Ocean Biomedical. These forward-looking statements generally are identified by the words "believe,"
"project," "expect," "anticipate," "estimate," "intend," "think,"
"strategy," "future," "opportunity," "potential," "plan," "seeks,"
"may," "should," "will," "would," "will be," "will continue,"
"will likely result," and similar expressions, but the absence of these words does not mean that a statement is not forward-looking.
Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations
and assumptions and, as a result, are subject to risks and uncertainties.
announcement today is based solely on laboratory and animal studies. Ocean Biomedical has not conducted any studies that show similar
efficacy or safety in humans. There can be no assurances that this treatment will prove safe or effective in humans, and that any clinical
benefits of this treatment is subject to clinical trials and ultimate approval of its use in patients by the FDA. Such approval, if granted,
could be years away.
forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on 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 will differ from assumptions. Many factors could cause actual future events to differ materially from the
forward-looking statements in this communication, including but not limited to: (i) the risk that the proposed Transaction may not be
completed in a timely manner or at all, which may adversely affect the price of Aesther's securities; (ii) the risk that the proposed
Transaction may not be completed by Aesther's business combination deadline; (iii) the failure to satisfy the conditions to the
consummation of the proposed Transaction, including the approval of the Merger Agreement by the stockholders of Aesther, the satisfaction
of the minimum net tangible assets and minimum cash at closing requirements and the receipt of certain governmental, regulatory and third
party approvals; (iv) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger
Agreement; (v) the failure to achieve the minimum amount of cash available following any redemptions by Aesther's stockholders;
(vi) redemptions exceeding anticipated levels or the failure to meet The Nasdaq Global Market's initial listing standards in connection
with the consummation of the proposed Transaction; (vii) the effect of the announcement or pendency of the proposed Transaction on Ocean
Biomedical's business relationships, operating results, and business generally; (viii) risks that the proposed Transaction disrupts
current plans and operations of Ocean Biomedical; (ix) the outcome of any legal proceedings that may be instituted against Ocean Biomedical
or against Aesther related to the Merger Agreement or the proposed Transaction ; (x) changes in the markets in which Ocean Biomedical's
competes, including with respect to its competitive landscape, technology evolution, or regulatory changes; (xi) changes in domestic
and global general economic conditions; (xii) risk that Ocean Biomedical may not be able to execute its growth strategies; (xiii) risks
related to the ongoing COVID-19 pandemic and response, including supply chain disruptions; (xiv) risk that Ocean Biomedical may not be
able to develop and maintain effective internal controls; (xv) costs related to the proposed Transaction and the failure to realize anticipated
benefits of the proposed Transaction or to realize estimated pro forma results and underlying assumptions, including with respect to
estimated stockholder redemptions; (xvi) the ability to recognize the anticipated benefits of the proposed Transaction and to achieve
its commercialization and development plans, and identify and realize additional opportunities, which may be affected by, among other
things, competition, the ability of Ocean Biomedical to grow and manage growth economically and hire and retain key employees; (xvii)
the risk that Ocean Biomedical may fail to keep pace with rapid technological developments to provide new and innovative products and
services or make substantial investments in unsuccessful new products and services; (xviii) the ability to develop, license or acquire
new therapeutics; (xix) the risk that Ocean Biomedical will need to raise additional capital to execute its business plan, which may
not be available on acceptable terms or at all; (xx) the risk that Ocean Biomedical, post-combination, experiences difficulties in managing