Full Press Release Details
Chardan Healthcare Acquisition Corp. Shareholders
Approve Definitive Merger Agreement with BiomX Ltd.
- Combined Company Expected to Be Listed
on the NYSE American Stock Exchange Under Symbols PHGE, PHGE.U, and PHGE.WS -
NEW YORK and Ness Ziona, Israel, October 23, 2019 -- Chardan
Healthcare Acquisition Corp. (NYSE: CHAC, "CHAC"), a special purpose acquisition company sponsored by affiliates of
Chardan Capital Markets LLC ("Chardan") announced today that its shareholders have voted to approve CHAC's previously
announced business combination with BiomX Ltd. ("BiomX"), a microbiome company developing both natural and engineered
phage therapies. More than 97% of the shares voted today at CHAC's special meeting of stockholders were voted in favor of
the proposed transaction with BiomX. CHAC's board of directors had previously approved the business combination and recommended
that its shareholders vote in favor. BiomX's board of directors and stockholders had also previously approved the business
The transaction is expected to close on October 28, 2019, subject
to the satisfaction or waiver of certain closing conditions. The combined company will be renamed BiomX Inc. and its shares of
common stock, units, and warrants are expected to trade on the NYSE American on October 29, 2019 under the symbols PHGE, PHGE.U,
and PHGE.WS, respectively.
As announced on July 16, 2019, CHAC agreed to merge with BiomX,
a privately-held biotechnology company whose investors include OrbiMed, Johnson & Johnson Innovation - JJDC, Inc. (JJDC), Takeda
Ventures, Inc., MiraeAsset, Seventure Partners' Health for Life Capital I, SBI Japan-Israel Innovation Fund, as well as RM
Global Partners (RMGP) BioPharma Investment Fund.
The description of the transaction contained herein is only a summary
and is qualified in its entirety by reference to the merger agreement, a copy of which was filed by CHAC with the Securities and
Exchange Commission (SEC).
Chardan is acting as CHAC's M&A and capital markets adviser.
Cantor is acting as capital markets adviser to BiomX. Loeb & Loeb LLP and Meitar Liquornik Geva Leshem Tal are representing
CHAC. Goodwin Procter LLP, Mayer Brown LLP and ZAG-S&W Zysman Aharoni Gayer & Co are representing BiomX.
BiomX is a clinical stage microbiome company developing both natural
and engineered phage cocktails designed to target and destroy bacteria that affect the appearance of skin, as well as harmful bacteria
in chronic diseases, such as IBD, PSC, and cancer. BiomX discovers and validates proprietary bacterial targets and customizes phage
compositions against these targets. See www.biomx.com. No portion of BiomX's website is incorporated by reference into
or otherwise deemed to be a part of this press release.
About Chardan Healthcare Acquisition Corp.
CHAC is a special purpose acquisition company formed for the purpose
of effecting a merger, acquisition, or similar business combination. CHAC raised $70.0 million in December 2018 for the purpose
of combining with a public or privately-held operating business. CHAC was founded and sponsored by affiliates of Chardan Capital
Markets LLC. CHAC is Chardan's fifth publicly traded acquisition vehicle. CHAC's securities are currently traded on
the NYSE-American exchange under the symbols CHAC, CHAC.U, and CHAC.W and are expected to subsequently trade under the symbols
PHGE, PHGE.U, and PHGE.W after the close of the business combination with BiomX.
Safe Harbor Language
This press release contains certain "forward-looking statements"
within the meaning of the "safe harbor" provisions of the US Private Securities Litigation Reform Act of 1995. Forward-looking
statements can be identified by words such as: "target," "believe," "expect," "will,"
"may," "anticipate," "estimate," "would," "positioned," "future,"
and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters.
Examples of forward-looking statements include, among others, statements made in this press release regarding the proposed business
combination, including the anticipated initial enterprise value and post-closing equity value, the benefits of the proposed business
combination, integration plans, expected synergies and revenue opportunities, anticipated future financial and operating performance
and results, including estimates for growth, the expected management and governance of the combined company, and the expected timing
of the proposed transactions contemplated by the definitive agreement. Forward-looking statements are neither historical facts
nor assurances of future performance. Instead, they are based only on CHAC and BiomX managements' current beliefs, expectations
and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of which are outside of our control. Actual results and outcomes
may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking
statements. Important factors that could cause actual results and outcomes to differ materially from those indicated in the forward-looking
statements include, among others, the following: (1) the occurrence of any event that could give rise to the termination of the
agreement with respect to the business combination; (2) the outcome of any legal proceedings that may be instituted against CHAC,
the combined company, or others following the announcement of the business combination and the business combination agreement;
(3) the inability to complete the business combination due to the failure to satisfy other conditions to closing in the business
combination agreement; (4) changes to the proposed structure of the business combination that may be required or appropriate as
a result of applicable laws; (5) the ability to meet NYSE American listing standards following the consummation of the business
combination; (6) the risk that the business combination disrupts current plans and operations of BiomX as a result of the announcement
and consummation of the business combination; (7) the ability to recognize the anticipated benefits of the business combination,
which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably,
maintain relationships with third parties and partners, obtain adequate supply of raw materials and retain its management and key
employees; (8) costs related to the business combination; (9) changes in applicable laws or regulations; (10) the possibility that
BiomX or the combined company may be adversely affected by other economic, business, regulatory, and/or competitive factors; (11)
BiomX estimates of expenses; (12) the impact of foreign currency exchange rates and interest rates fluctuations on the results
of BiomX or the combined company; and (13) other risks and uncertainties indicated in the proxy statement of CHAC to be filed by
CHAC with the SEC in connection with the business combination, including those under "Risk Factors" therein, and other
documents filed or to be filed from time to time with the SEC by CHAC. A further list and description of risks and uncertainties
can be found in CHAC's Prospectus dated December 14, 2018 filed with the SEC and in the proxy statement on Schedule 14A filed
with the SEC by CHAC in connection with the proposed transaction, and other documents that the parties may file or furnish with
the SEC, which you are encouraged to read. Any forward-looking statement made by us in this press release is based only on information
currently available to CHAC and BiomX and speaks only as of the date on which it is made. CHAC and BiomX undertake no obligation
to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result
of new information, future developments or otherwise, except as required by law.
Chief Executive Officer
Chardan Healthcare Acquisition Corp.
Chief Business Officer