Aduro Biotech Stockholders Approve Merger Agreement with Chinook Therapeutics
01 Oktober 2020 - 10:05PM
Aduro Biotech, Inc. (NASDAQ: ADURO), a clinical-stage
biopharmaceutical company focused on developing therapies targeting
the Stimulator of Interferon Genes (STING) and A Proliferation
Inducing Ligand (APRIL) pathways for the treatment of cancer,
autoimmune and inflammatory diseases, today announced the results
for the three proposals considered and voted upon by its
stockholders at its Special Meeting on October 1, 2020. The Company
reported that the various proposals giving effect to the merger
agreement between Aduro and Chinook Therapeutics were approved by
approximately 55,168,606 of the outstanding shares of Aduro. All
proposals were approved by the Aduro stockholders. A Form 8-K
disclosing the full voting results will be filed with the
Securities and Exchange Commission on October 1, 2020.
Following stockholder approval, the Company announced a
one-for-five reverse stock split. The Company's common stock will
begin trading on a split-adjusted basis on The Nasdaq Global Select
Market effective with the open of the market on Friday, October 2,
2020.
The closing of the merger is anticipated to take place on or
around October 5, 2020. Following closing of the merger, the
combined company will be renamed Chinook Therapeutics and trade
under the trading symbol “KDNY.”
About Aduro
BiotechAduro Biotech, Inc. is a clinical-stage
biopharmaceutical company focused on the discovery, development and
commercialization of therapies that are designed to harness the
body’s natural immune system for the treatment of patients with
challenging diseases. Aduro’s product candidates in the Stimulator
of Interferon Genes (STING) and A Proliferation Inducing Ligand
(APRIL) pathways are being investigated in cancer, autoimmune and
inflammatory diseases. ADU-S100 (MIW815), which potentially
activates the intracellular STING receptor for a potent
tumor-specific immune response, is being evaluated in combination
with KEYTRUDA® (pembrolizumab), an approved anti-PD-1 monoclonal
antibody, as a potential first-line treatment for patients with
recurrent or metastatic squamous cell carcinoma of the head and
neck (SCCHN). BION-1301, an investigational humanized IgG4
monoclonal antibody that blocks APRIL binding to both the BCMA and
TACI receptors, is being evaluated in IgA nephropathy. Aduro is
collaborating with a number of leading global pharmaceutical
companies to help expand and drive its product pipeline. For more
information, please visit www.aduro.com.
About Chinook TherapeuticsChinook Therapeutics,
Inc. is a clinical-stage biotechnology company developing precision
medicines for kidney diseases. The company’s products are focused
on rare, severe chronic kidney disorders with opportunities for
well-defined and streamlined clinical pathways. Chinook’s lead
program is atrasentan, an investigational phase 3-ready endothelin
receptor antagonist in development for the treatment of IgA
nephropathy and other primary glomerular diseases. Through the
proposed Aduro merger, Chinook will also add BION-1301, an
investigational anti-APRIL monoclonal antibody in a phase 1b trial
for IgA nephropathy, to its pipeline. In addition, Chinook is
advancing CHK-336, a preclinical development candidate for an
undisclosed ultra-orphan kidney disease, as well as research
programs for other rare, severe chronic kidney diseases, including
polycystic kidney disease. Chinook seeks to build its pipeline by
leveraging insights in kidney single cell RNA sequencing,
human-derived organoids and new translational models, to discover
and develop therapeutics with novel mechanisms of action against
key kidney disease pathways. Chinook is backed by leading
healthcare investors, Versant Ventures, Apple Tree Partners and
Samsara BioCapital, and is based in Vancouver, British Columbia and
Seattle, Washington. For more information visit
www.chinooktx.com.
Non-solicitationThis 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.
Cautionary Statement Regarding Forward-Looking
StatementsThis press release contains forward-looking
statements for purposes of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. In some cases,
you can identify these statements by forward-looking words such as
“may,” “will,” “continue,” “anticipate,” “intend,” “could,”
“project,” “expect” or the negative or plural of these words or
similar expressions. Forward-looking statements are not guarantees
of future performance and are subject to risks and uncertainties
that could cause actual results and events to differ materially
from those anticipated, including, but not limited to, the risk
that the proposed merger with Chinook may not be completed in a
timely manner or at all, which may adversely affect Aduro’s
business and the price of the common stock of Aduro; the failure of
either party to satisfy any of the conditions to the consummation
of the proposed merger; uncertainties as to the timing of the
consummation of the proposed merger; the occurrence of any event,
change or other circumstance that could give rise to the
termination of the merger agreement; the effect of the announcement
or pendency of the proposed merger on Aduro’s business
relationships, operating results and business generally; risks that
the proposed merger disrupts current plans and operations and the
potential difficulties in employee retention as a result of the
proposed merger; risks related to diverting management’s attention
from Aduro’s ongoing business operations; the outcome of any legal
proceedings that may be instituted against Aduro related to the
merger agreement or the proposed transaction; unexpected costs,
charges or expenses resulting from the proposed transaction; our
history of net operating losses and uncertainty regarding our
ability to achieve profitability, our ability to develop and
commercialize our product candidates, our ability to use and expand
our technology platforms to build a pipeline of product candidates,
our ability to obtain and maintain regulatory approval of our
product candidates, our ability to operate in a competitive
industry and compete successfully against competitors that have
greater resources than we do, our reliance on third parties, and
our ability to obtain and adequately protect intellectual property
rights for our product candidates; and the effects of COVID-19 on
our clinical programs and business operations. We discuss many of
these risks in greater detail under the heading “Risk Factors”
contained in our quarterly report on Form 10-Q for the quarter
ended June 30, 2020, filed with the SEC on August 3, 2020, and our
other filings with the SEC. Any forward-looking statements that we
make in this communication speak only as of the date of this press
release. We assume no obligation to update our forward-looking
statements whether as a result of new information, future events or
otherwise, after the date of this press release.
Aduro
Contact:investors@aduro.compress@aduro.com
Chinook Contact:Noopur LiffickVP, Investor
Relations & Corporate CommunicationsChinook
Therapeuticsinvestors@chinooktx.commedia@chinooktx.com
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