Silexion Ltd. entered into a business combination agreement to acquire Moringa Acquisition Corp (NasdaqCM:MACA) for $68.9 million on February 21, 2024. The business combination provides for Silexion?s pre-transaction equity value to be $62.5 million, based on a $10 share price. Moringa will serve as the acquiring entity in the business combination, and is expected to issue 6.25 million shares (on a fully-diluted basis) to Silexion?s current equity holders pursuant to the transaction. The business combination, which has been unanimously approved by the boards of directors of Silexion and Moringa, is expected to close in the third quarter of 2024, subject to the satisfaction of customary closing conditions, including the approval of Silexion and Moringa shareholders and Nasdaq approval of the initial listing of the combined company?s securities.

The board of directors of the combined company will consist of seven members, of whom two will be appointed by Moringa?s sponsor. David Chertok, Jonathan M. Nathan and Elad Ziv of Meitar | Law Offices and Mark Selinger of Greenberg Traurig are serving as legal counsel to Moringa. Ory Nacht of Herzog Fox & Neeman is serving as legal counsel to Silexion.