Coherus BioSciences, Inc. completed the acquisition of Surface Oncology, Inc. (NasdaqGM : SURF) from Novartis Institutes for BioMedical Research, Inc., Atlas Venture Fund IX, L.P., managed by Atlas Venture L.P., ARK Investment Management LLC, EcoR1 Capital, LLC and others.
The closing of the transaction is subject to certain conditions, including Surface shareholder approval; the availability at closing of at least $19.6 million of Surface cash net of short-term and long-term liabilities, transaction expenses, and other obligations; and other customary conditions. In conjunction with the transaction announcement, Surface is implementing a workforce reduction of approximately 50% of its employees. The transaction was unanimously approved by the boards of directors of both companies and is expected to close in the third quarter of 2023.
Truist Securities is acting as financial advisor and Lowell Dashefsky, Michael Penney, David Sausen, Uri Horowitz, Howard Sklamberg, Daniel Reisner, Debbie Feinstein and Jami Vibbert of Arnold & Porter Kaye Scholer LLP and Latham & Watkins LLP are acting as legal advisors to Coherus. Wedbush Securities Inc. is acting as exclusive strategic financial advisor and fairness opinion provider and Goodwin Procter LLP is acting as legal advisor to Surface. Surface has agreed to pay Wedbush a fee of $500,000 for rendering this opinion, which fee is not contingent upon consummation of the mergers. Innisfree M&A Incorporated acted as information agent and will receive a fee of approximately $60,000, plus reimbursement for certain out-of-pocket fees and expenses. The Depository Trust Company acted as depository bank to Surface Oncology in the transaction.
Coherus BioSciences, Inc. (NasdaqGM:CHRS) completed the acquisition of Surface Oncology, Inc. (NasdaqGM : SURF) from Novartis Institutes for BioMedical Research, Inc., Atlas Venture Fund IX, L.P., managed by Atlas Venture L.P., ARK Investment Management LLC, EcoR1 Capital, LLC and others on September 8, 2023. For each issued and outstanding share of Surface, 0.1960 shares of Coherus common stock were issued in exchange.