• Atriva Therapeutics and Canadian Biocure Technology, Inc. entered into an exclusive
letter agreement for a reverse takeover transaction.
• Upon successful completion of the transaction, the resulting entity will continue the
business of Atriva Therapeutics.
• Shareholders of Atriva will receive not less than 75% of the securities of the resulting
issuer, with the current shareholders of Biocure Technology holding the remainder.
• The transaction is subject to various terms and conditions, including satisfactory due
diligence, successful implementation of a private placement and shareholder
Tübingen/Martinsried, Germany – September 18, 2023 – Atriva Therapeutics GmbH
(“Atriva”) is pleased to disclose the signing of an exclusive letter agreement, dated September
14, 2023, with Biocure Technology Inc. (“CURE”) (CSE: CURE), based in Vancouver, Canada.
This agreement marks a significant step forward in Atriva`s commitment to combating severe
RNA virus infections through innovative host-cell-targeting therapies.
„We are delighted to have entered into this exclusive letter agreement with Biocure. Our
discussions with the Biocure management and board of directors have been exceptionally
productive and constructive. We are eager to embark on this journey and combine the
strengths of both companies. Together, we aim to address the urgent medical need for safe
and effective therapies for patients suffering from severe RNA virus infections. This agreement
marks a significant milestone in our commitment to advancing innovative solutions for the
benefit of global healthcare.“, said Christian Pangratz, Chief Executive Officer of Atriva.
„This letter agreement underscores our commitment to leverage this transaction with CURE
as an attractive growth option for Atriva and its stakeholders. We are enthusiastic about the
prospect of our companies joining forces and continuing to contribute to improving pandemic
preparedness on an extended international scale.“ stated Ulrich Dauer, PhD, Chairman of the
Advisory Board of Atriva.
Highlights of the Transaction:
Upon transaction completion, Atriva shareholders and concurrent financing subscribers will
collectively hold not less than 75% of the securities of the resulting issuer. Current CURE
shareholders will retain a maximum of 25% on a fully diluted basis. The letter agreement
stipulates no advances from CURE to Atriva. Atriva will provide CURE with an exclusivity fee
of CA$15,000 per month for a minimum of three months. Additionally, a finder’s fee of
US$2,000,000 is payable through the issuance of CURE shares, with pricing to be determined,
aligning with concurrent private placement terms.
The completion of the Transaction is contingent upon various terms and conditions, including
the successful completion of due diligence, the execution of a definitive agreement by2
November 30, 2023, (inclusive of typical transaction elements), and the successful completion
of a private placement by Atriva or CURE to raise gross proceeds of at least US$15,000,000.
Additionally, approval from both companies‘ shareholders and the endorsement of the CSE
and other relevant regulatory authorities are essential prerequisites for finalization.
For additional information on this transaction, please visit https://biocuretech.com/news.
About Atriva Therapeutics
Atriva Therapeutics’ mission is to develop an antiviral therapy platform against severe
respiratory and systemic diseases with a high unmet medical need induced by RNA viruses,
e.g., influenza and COVID-19. The clinical-stage biopharmaceutical company is pioneering
the development of host-targeting antiviral therapies, making development of viral resistance
unlikely, and thereby significantly contributing to pandemic preparedness. The Atriva lead
product zapnometinib (ATR-002) is a first-in-class, host-targeting agent that aims to inhibit
viral replication and to favorably modulate the body’s immune response to RNA viruses. Atriva
Therapeutics was founded in 2015 in Tübingen by a team of leading scientists in viral research
and seasoned industry experts and is based with its administrative/operations office in
Martinsried (near Munich), Germany.
Biocure owns approximately 45% stakes of BiocurePharm in Korea who is a leading biotech
company developing its CAR-T cell therapy for leukemia, lung, breast and pancreatic cancer.
BiocurePharm is in the process of pre-clinical trials of three major biosimilar products in South
Korea, including Interferon Beta 1b, PEG- Filgrastim as well as Ranibizumab. Interferon Beta
1b is used for treating relapsing forms of multiple sclerosis (“MS”). Filgrastim is used to treat
neutropenia, a lack of certain white blood cells caused by bone marrow transplants,
chemotherapy, and other conditions. Ranibizumab is used for treating macular degeneration.
It is also used to treat a type of eye problem known as macular edema, as well as certain eye
problems caused by diabetes.