Tempest and Millendo Announce Stockholder Approval of Merger
June 22 2021 - 3:00PM
Tempest Therapeutics, Inc. (“Tempest”), a clinical-stage oncology
company developing potentially first-in-class therapeutics that
combine both targeted and immune-mediated mechanisms, and Millendo
Therapeutics, Inc. (Nasdaq: MLND) (“Millendo”), announced today the
results for the proposals voted upon by Millendo stockholders at a
Special Meeting on June 22, 2021. The stockholders voted in favor
of all proposals at the Special Meeting, including to approve the
proposed merger between the companies.
The closing of the merger is anticipated to take
place on or around Friday, June 25, 2021. Following the closing of
the merger, the combined company will be renamed Tempest
Therapeutics and shares will begin trading with the open of the
market on Monday, June 28, 2021 under the ticker “TPST.”
About Millendo Therapeutics,
Inc.
Millendo Therapeutics is a biopharmaceutical
company previously primarily focused on developing novel treatments
for endocrine diseases where current therapies do not exist or are
insufficient. Millendo seeks to create distinct and transformative
treatments where there is a significant unmet medical need. For
more information, please visit www.millendo.com.
About Tempest Therapeutics
Tempest Therapeutics is a clinical-stage
oncology company advancing small molecules that combine both
targeted and immune-mediated mechanisms with the potential to treat
a wide range of tumors. The company’s two novel clinical programs
are TPST-1495 and TPST-1120, antagonists of EP2/EP4 and PPARα,
respectively. Both TPST-1495 and TPST-1120 are advancing through
Phase 1 studies designed to study both agents as monotherapies and
in combination with other approved agents. Tempest is also
developing an orally-available inhibitor of TREX-1 designed to
control activation of the cGAS/STING pathway, an innate immune
response pathway involved in the development of anti-tumor
immunity. Tempest is headquartered in South San Francisco and
supported by notable healthcare investors. More information
about Tempest can be found on the company’s website at
www.tempesttx.com.
Non-solicitation
This document will not constitute an offer to
sell or the solicitation of an offer to buy any securities, nor
will there be any sale of securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
Forward-Looking Statements
This press release contains forward-looking
statements (including within the meaning of Section 21E of the
Securities Exchange Act of 1934, as amended, and Section 27A of the
Securities Act of 1933, as amended (the “Securities Act”))
concerning Millendo, Tempest, the proposed transaction and other
matters. These statements may discuss goals, intentions and
expectations as to future plans, trends, events, results of
operations or financial condition, or otherwise, based on current
beliefs of the management of Millendo, as well as assumptions made
by, and information currently available to, management of Millendo.
Forward-looking statements generally include statements that are
predictive in nature and depend upon or refer to future events or
conditions, and include words such as “may,” “will,” “should,”
“would,” “expect,” “anticipate,” “plan,” “likely,” “believe,”
“estimate,” “project,” “intend,” and other similar expressions.
Statements that are not historical facts are forward-looking
statements. Forward-looking statements are based on current beliefs
and assumptions that are subject to risks and uncertainties and are
not guarantees of future performance. Actual results could differ
materially from those contained in any forward-looking statement as
a result of various factors, including, without limitation: the
risk that the conditions to the closing of the transaction are not
satisfied, including the failure to complete the financing in a
timely manner or at all; uncertainties as to the timing of the
consummation of the transaction and the ability of each of Millendo
and Tempest to consummate the transaction, including the PIPE
financing; risks related to Millendo’s continued listing on the
Nasdaq Stock Market until closing of the proposed transaction;
risks related to Millendo’s and Tempest’s ability to correctly
estimate their respective operating expenses and expenses
associated with the transaction, as well as uncertainties regarding
the impact any delay in the closing would have on the anticipated
cash resources of the combined company upon closing and other
events and unanticipated spending and costs that could reduce the
combined company’s cash resources; the ability of Millendo or
Tempest to protect their respective intellectual property rights;
competitive responses to the transaction; unexpected costs, charges
or expenses resulting from the transaction; potential adverse
reactions or changes to business relationships resulting from the
announcement or completion of the transaction; and legislative,
regulatory, political and economic developments. The foregoing
review of important factors that could cause actual events to
differ from expectations should not be construed as exhaustive and
should be read in conjunction with statements that are included
herein and elsewhere, including the risk factors included in
Millendo’s most recent Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K filed with the
SEC. Millendo can give no assurance that the conditions to the
transaction will be satisfied. Except as required by applicable
law, Millendo undertakes no obligation to revise or update any
forward-looking statement, or to make any other forward-looking
statements, whether as a result of new information, future events
or otherwise.
Millendo Investor Contact: Lou Arcudi
617-909-0333 arcudi@millendo.com
Millendo Media Contact:Julie Bane
MacDougall617-821-1089jbane@macbiocom.com
Tempest Investor Contacts:
Sylvia WheelerWheelhouse Life Science
Advisorsswheeler@wheelhouselsa.com
Alex SantosWheelhouse Life Science
Advisorsasantos@wheelhouselsa.com
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