Yumanity Therapeutics Announces Filing of Registration Statement on Form S-4 in Connection with Proposed Sale of Assets to Janssen and Merger with Kineta

Therapeutic Yumanity Inc

BOSTON, Aug. 29, 2022 (GLOBE NEWSWIRE) — Yumanity Therapeutics, Inc. (“Yumanity”) (Nasdaq: YMTX), a clinical-stage biopharmaceutical company focused on the discovery and development of innovative, disease-modifying therapies for neurodegenerative diseases, today announced that it has filed a registration statement on Form S-4 (the “Registration Statement”) with the United States Securities and Exchange Commission (the “SEC”).

The registration statement contains a preliminary proxy statement and prospectus relating to Yumanity’s previously announced proposed sale of assets to Janssen Pharmaceutica NV (“Janssen”) and merger with Kineta, Inc. (“Kineta”). Although the Registration Statement is not yet effective and the information it contains is subject to change, it provides important information about Yumanity and the proposed transactions.

The two definitive transaction agreements were announced on June 6, 2022.

Both transactions are expected to close in the fourth fiscal quarter of 2022, subject to customary closing conditions, including Yumanity shareholder approval of both transactions.

About Yumanity

Yumanity is a clinical-stage biopharmaceutical company dedicated to accelerating the revolution in the treatment of neurodegenerative diseases through its scientific foundation and drug discovery platform. Yumanity’s drug discovery platform enables the company to rapidly screen for potential disease modifying therapies by overcoming the toxicity of misfolded proteins associated with neurogenerative diseases. Yumanity’s pipeline includes programs focused on Parkinson’s disease, Lewy body dementia, multiple system atrophy, amyotrophic lateral sclerosis (ALS or Lou Gehrig’s disease), and frontotemporal lobar dementia (FTLD). For more information, visit www.yumanity.com.

About Kineta

Kineta is a clinical-stage biotechnology company whose mission is to develop next-generation immunotherapies that transform the lives of patients. Kineta has leveraged its expertise in the field of innate immunity to develop first-in-class or best-in-class immunotherapies that address key challenges in current cancer therapy. Kineta’s main asset is KVA12.1, a VISTA blocking immunotherapy. The company plans to initiate a Phase 1 clinical trial of KVA12.1 in patients with advanced solid tumors in Q4 2022. Kineta has been backed by institutional investors including CBI USA, Genetox Co. Ltd., RLB Holdings, Yulho Co. Ltd., Humedix Co. Ltd. and others. For more information, visit www.kinetabio.com.

Additional information and where to find it

This press release may be considered a solicitation document regarding the proposed transactions between Yumanity and Kineta and between Yumanity and Janssen. In connection with the proposed transactions, Yumanity filed with the SEC on August 29, 2022 the registration statement, which contains a proxy statement and preliminary prospectus. The registration statement has not yet become effective. Yumanity will mail the definitive proxy statement/prospectus to holders of Yumanity securities, and the securities may not be sold or traded until the registration statement becomes effective. Investors and security holders of Yumanity and Kineta are urged to read these documents when they become available, as they will contain important information about Yumanity, Kineta and the proposed transactions. This press release is not a substitute for the registration statement, definitive proxy statement/prospectus or any other document that Yumanity may file with the SEC or send to securityholders in connection with the proposed transactions.

Investors and security holders may obtain free copies of documents filed with the SEC, when available, on Yumanity’s website at www.yumanity.com, on the SEC’s website at www.sec.gov or by making a request to Yumanity Investor Relations at (212) 213-0006 ext. 331.

This press release does not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy securities, and there will be no sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities may be made except by means of a prospectus satisfying the requirements of Section 10 of the Securities Act of 1933, as amended.

Participants in the solicitation

Yumanity, Kineta and their respective directors and officers may be considered participants in the solicitation of proxies from Yumanity stockholders in connection with the proposed transactions. Information about Yumanity’s officers and directors is set forth in Yumanity’s Definitive Proxy Statement Exhibit 14A for the 2022 Annual Meeting of Stockholders, filed with the SEC on April 25, 2022. Further information regarding the interests of such persons, who may be deemed to be participants in the solicitation of proxies for Yumanity shareholders, is set forth in the proxy statement/preliminary prospectus included in the registration statement and will be set forth in the proxy statement. proxy statement/definitive prospectus and other relevant documents filed with the SEC. You can obtain free copies of these documents as described above.

Cautions Regarding Forward-Looking Statements

This press release contains forward-looking statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words and phrases such as “aims”, “anticipates ‘, ‘believes’, ‘could’, ‘designed for’, ‘estimates’, ‘expects’, ‘plans’, ‘aims’, ‘intends’, ‘may’, ‘plans’, ‘ possible”, “potential”, “seeks”, “will” and variations of these words and expressions or similar expressions that are intended to identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the proposed merger between Yumanity and Kineta and the proposed sale of assets to Janssen, including if and when the transactions will be completed; statements about the structure, timing and completion of the proposed transactions; the listing of the combined company on Nasdaq following the closing of the proposed merger; expectations regarding the ownership structure of the combined company following the closing of the proposed merger; the expected officers and directors of the combined company; the expected cash position of Yumanity and Kineta and the combined company upon closing of the proposed merger; future operations of the combined company; the nature, strategy and direction of the combined company; the development, commercial potential and potential benefits of any product candidates of the combined company; the management and board structure of the combined company; the location of the registered office of the combined company; anticipated preclinical and clinical drug development activities and related timelines, including the expected timing for data and other clinical and preclinical results; Kineta having sufficient resources to advance its pipeline; and other statements that are not historical facts. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements due to such risks and uncertainties, which include, but are not limited to: (i) the risk that the conditions to the closing of the proposed transactions will not be satisfied , including failure to obtain timely shareholder approval for transactions, if any; (ii) uncertainties as to the timing of the completion of the proposed transactions and the ability of Yumanity, Kineta and Janssen to complete the proposed merger or sale of assets, as the case may be; (iii) risks relating to Yumanity’s ability to manage its operating expenses and expenses associated with the proposed transactions pending closing; (iv) risks relating to the failure or delay in obtaining required approvals from any governmental or quasi-governmental entity necessary to complete the proposed transactions; (v) the risk that due to adjustments to the exchange ratio, Yumanity shareholders and Kineta shareholders may own more or less of the combined company than currently expected; (vi) risks relating to the market price of Yumanity’s common stock relative to the exchange ratio; (vii) unforeseen costs, charges or expenses resulting from either or both of the proposed transactions; (viii) any adverse reactions or changes in business relationships resulting from the announcement or completion of the proposed transactions; (ix) the risk that the amount of dividend distributed to Yumanity shareholders in connection with the sale of assets, if any, will be less than currently expected; (x) risks relating to the combined company’s inability to obtain sufficient additional capital to continue to advance such product candidates and preclinical programs; (xi) the uncertainties associated with obtaining positive clinical results for the product candidates and the unanticipated costs that may result; (xii) risks relating to the inability to realize any value from product candidates and preclinical programs in development and planned in light of the inherent risks and difficulties associated with bringing the product candidates to market; and (xiii) risks associated with the possible failure to realize certain anticipated benefits of the proposed transactions, including with respect to future financial and operating results. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements due to these risks and uncertainties. These and other risks and uncertainties are more fully described in periodic filings with the SEC, including the factors described in the section titled “Risk Factors” in Yumanity’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed with the SEC. , and in other filings that Yumanity makes and will make with the SEC in connection with the proposed transactions, including the proxy statement/prospectus described under “Additional Information and Where to Find It”. You should not place undue reliance on these forward-looking statements, which are made only as of the date hereof or as of the dates indicated in the forward-looking statements. Except as required by law, Yumanity expressly disclaims any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect any change in its expectations with respect thereto or any change in events, conditions or circumstances. on which these statements are based. .

Therapeutic Yumanity

Burns McClellan, Inc.
Lee Roth
(212) 213-0006 ext. 331

Burns McClellan, Inc.
Robert Flamm, Ph.D.

[email protected]

Jacques Bouchy
[email protected]

Source: Yumanity Therapeutics, Inc.

Comments are closed.