Ashington Innovation PLC (LSE:ASHI) has entered a non-binding agreement to acquire 100% of the outstanding shares in Calon Cardio-Technology Limited, contingent upon the successful reverse takeover of Cell Therapy Limited (trading as Celixir) announced on 19 August.
Calon is a UK-based medical device company at the forefront of developing the Left Ventricular Assist Device (LVAD), a trademarked implantable heart pump known as Mini-VAD.
This device has shown significant potential in reducing blood damage compared to other LVADs on the market.
Ashington is a special purpose acquisition company (SPAC) formed to acquire businesses in the wider technology sector.
The integration of Calon's LVAD technology complements the cell therapies spearheaded by Nobel laureate and Cell Therapy’s co-founder, Professor Sir Martin Evans.
Jason Smart, founder of Ashington Innovation, commented: "The biotech and medtech sectors present compelling opportunities to create value for shareholders and the proposed acquisition of CTL and Calon represent high-quality targets with experienced and expert leadership teams.”
"We are delighted to partner with Ashington,” said Dr Darrin Disley, chairman of Celixir. “The addition of Calon is highly compatible with our mission to develop first-in-class regenerative cell therapies in areas of high unmet medical need like heart failure and we look forward to working with the Calon team to accelerate the cell + pump combination therapy."
In 2020, Celixir streamlined the business to focus on developing a pre-clinical and clinical pipeline of cell therapies that address heart failure.
This was implemented quietly without any public announcements while keeping shareholders informed with a confidential quarterly update.
During this stealth period, key pre-clinical and clinical development milestones were met as well as patents granted for Celixir’s lead cell therapy in the US, EU, and Asia.
“It is now the correct time to access the public markets building on the results that have already been achieved by CTL and Calon and the tremendous potential of our portfolio of regenerative medicines, Mini-VAD and the combination therapy moving forward,” Disley stated.
Professor Steve Westaby, founder and director of Calon, emphasised the broader implications: "Over 60 million patients suffer from heart failure... The development of LVADs, cell therapies and combination therapy have enormous potential to improve the lives of the many millions of patients with cardiomyopathy and so, we are delighted to join Ashington and CTL into accelerating the development of these lifesaving treatments for patients in heart failure.”
The acquisition's finalisation is subject to various conditions, including due diligence, regulatory approvals and the successful reverse takeover of CTL.