RARE Daily

Syros Merges with TYME Technologies, Raises $190 Million in a PIPE Offering

July 5, 2022

Syros Pharmaceuticals, a company focused on the development of medicines that control the expression of genes will acquire Tyme Technologies, a company developing cancer metabolism-based therapies with low toxicity profiles.

Syros will acquire Tyme’s assets and net cash at closing, which after accounting for wind-down and transaction expenses is currently estimated to be approximately $60 million.

The combined company will trade on Nasdaq under the ticker symbol “SYRS” and will be led by Syros’ existing management team, including Syros CEO Nancy Simonian, and will remain focused on advancing Syros’ pipeline of small molecule medicines for the treatment of orphan hematological and common cancers.

Concurrent with the merger, Syros announced an oversubscribed $130 million private investment in public equity (PIPE) financing at a price per unit of $0.94. New and existing investors in the PIPE, which was led by a life sciences-focused investment fund, include Syros co-founder and founding investor Flagship Pioneering, Avidity Partners, Deep Track Capital, Bain Capital Life Sciences, Invus, Samsara BioCapital, Adage Capital Partners, Ally Bridge Group, and Cowen Healthcare Investments, as well as other investors.

Additionally, Syros stockholders holding approximately 28 percent of the outstanding shares of Syros common stock and Tyme stockholders holding approximately 30 percent of the outstanding shares of Tyme common stock signed support agreements obligating them to vote in favor of the transactions.

Syros also announced an amendment to its senior secured loan facility with Oxford Finance that, subject to certain conditions, will extend the interest-only payment period from March 1, 2023 to March 1, 2024 (and, upon the achievement of certain milestones, September 1, 2024), and will extend the maturity date from February 1, 2025 to February 1, 2026 (and, upon the achievement of certain milestones, August 1, 2026).

Following the closing of the merger, financing, and debt agreement amendment, the total cash balance of the combined company is expected to be approximately $240 million (after transaction expenses), sufficient to fund Syros’ planned operating expenses and capital expenditure requirements into 2025.

“This is a pivotal moment for Syros. We believe these transactions will bring us the necessary capital to advance our late-stage clinical programs toward commercialization, including tamibarotene, currently being studied in the SELECT-MDS-1 trial, the randomized portion of the SELECT-AML-1 trial, and SY-2101, which we plan to advance into a phase 3 trial next year for the treatment of acute promyelocytic leukemia,” said Simonian. “After evaluating safety lead-in data from the SY-5609 phase 1 trial in pancreatic cancer we will assess the optimal path forward for this program.”

Syros said it has decided to seek partnerships for its oncology discovery programs. Together, these decisions allow it to focus on the most advanced programs across our targeted hematology portfolio where we believe we can more rapidly address significant unmet needs.

Syros is advancing a clinical-stage pipeline that includes: tamibarotene, a first-in-class oral selective RARα agonist in RARA-positive patients with higher-risk myelodysplastic syndrome and acute myeloid leukemia; SY-2101, a novel oral form of arsenic trioxide in patients with acute promyelocytic leukemia; and SY-5609, a highly selective and potent oral CDK7 inhibitor in patients with select solid tumors. Syros also has multiple preclinical and discovery programs in oncology and monogenic diseases. For more

Tamibarotene, an oral RARα agonist, is being studied in a phase 3 trial in newly diagnosed RARA-positive patients with higher risk myelodysplastic syndrome and remains on track to report topline data in the fourth quarter of 2023 or the first quarter of 2024, with a potential new drug application (NDA) filing expected in 2024.

Syros is also evaluating tamibarotene in combination with venetoclax and azacitidine in an ongoing phase 2 trial in newly diagnosed RARA-positive patients with unfit acute myeloid leukemia. The company expects to report clinical activity and safety data from the safety lead-in portion of the study in second half of 2022. Syros also plans to initiate the randomized portion of the trial in an additional eighty RARA-positive unfit AML patients, evaluating the triplet regimen of tamibarotene, venetoclax, and azacitidine versus venetoclax and azacitidine with data expected in 2023 or 2024.

Photo: Nancy Simonian, CEO of Syros

Author: Rare Daily Staff

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