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Tocagen, Forte Biosciences Merge to Accelerate Inflammatory Skin Disease Treatment
Tuesday 25 February 2020

25 February 2020 - California-based gene therapy company Tocagen Inc. (NASDAQ: TOCA) has entered into a merger agreement with California-based biopharmaceutical company and Forte Biosciences, Inc., in an all-stock transaction focussed on advancing Forte's clinical programme in atopic dermatitis, the company said.
Terms of the transaction were not disclosed.
Upon stockholder approval, the combined company is expected to operate under the name Forte Biosciences and trade on the NASDAQ Capital Market under the ticker symbol FBRX.
An investor syndicate that includes Alger, BVF Partners LP and OrbiMed have entered into a securities purchase agreement to invest USD 14m in the combined company, subject to customary conditions.
The financing will help fund the further development of the combined company's clinical programmes, including lead asset FB-401, and is expected to close immediately prior to the completion of the merger.
The total cash balance of the combined company following the closing of the merger and financing is expected to be approximately USD 25m.
The merger is structured as a stock-for-stock transaction whereby all of Forte's outstanding shares of common stock and securities exercisable for Forte's common stock will be exchanged for Tocagen common stock and securities exercisable for Tocagen common stock.
It is anticipated that Tocagen equity holders, immediately prior to the merger, will own approximately 25.5% of the combined company and Forte equityholders immediately prior to the merger will own approximately 74.5% of the combined company.
Ladenburg Thalmann and Co. Inc. is acting as financial advisor to Tocagen for the transaction and Cooley LLP is serving as legal counsel to Tocagen. Wilson Sonsini Goodrich and Rosati, P.C. is serving as legal counsel to Forte.
Tocagen Inc. is a clinical-stage, cancer-selective gene therapy company developing broadly applicable product candidates designed to activate a patient's immune system against their own cancer. 
Forte Biosciences, Inc. is a dermatology company developing a live biotherapeutic, FB-401, for the treatment of inflammatory skin diseases.
Details
Date Published: 25/02/2020
Target: Tocagen Inc
Country: USA
Deal Size: 25m (USD)
Sector: Pharmaceuticals
Type: Merger
Financing: Stock
Status: Agreed
Vendor:
Buyer: Forte Biosciences, Inc
Buyer Advisor: Wilson Sonsini Goodrich and Rosati
Comment:
Tocagen equity holders, immediately prior to the merger, will own approximately 25.5% of the combined company and Forte equityholders immediately prior to the merger will own approximately 74.5% of the combined company

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