Chiesi Farmaceutici S.p.A. entered into an agreement to acquire all of the assets of PhaseBio Pharmaceuticals, Inc. primarily related to bentracimab for $100 million on November 4, 2022. As per the terms of the transaction, $40 million in cash to be paid at the closing of the Transaction (subject to adjustment), plus future contingent payments of up to $60 million (the “Milestone Payments”) in cash upon the completion of certain regulatory milestone events. Chiesi is required to deposit $4 million (the “Deposit Funds”) with an escrow agent within three business days after the execution of the Agreement, which amount will be credited against the purchase price payable by Chiesi upon the closing of the Transaction. PhaseBio will be required to pay Chiesi a break-up fee of $2 million. The Transaction, and the designation of Chiesi as the stalking horse bidder, is subject to the approval of the Bankruptcy Court. The completion of the Transaction is subject to a number of customary conditions, including that a specified number of required employees shall have accepted and not rescinded offers of employment or engagement as a consultant or independent contractor with Chiesi and any waiting period applicable to the transaction under any Antitrust Law shall have expired or been terminated. As of January 5, 2023, the transaction has received the approval from the bankruptcy court. Christian E. Plaza of Cooley LLP acted as legal advisor to PhaseBio. Heyward D. Armstrong and Justin G. Truesdale of Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P. and A. Lee Hogewood III and John R. Gardner of K&L Gates LLP both acted as legal advisors to Chiesi. Mike O'Donnell, David Gold, and Joanna Pak of Orrick Herrington & Sutcliffe LLP acted as legal advisor to SFJ Pharmaceuticals on acquisition of Bentracimab Assets from PhaseBio.

Chiesi Farmaceutici S.p.A. cancelled the acquisition of all of the assets of PhaseBio Pharmaceuticals, Inc. primarily related to bentracimab on January 19, 2023.