TCGX Acquisition Corp. Class A Ordinary Shares（TCGX）のニュースとイベントTCGXTCGX Acquisition Corp. Class A Ordinary Shares

TCGX Acquisition Submits S-4 Registration Statement for TriGemX Bio

TCGX Acquisition and TriGemX Bio, a biotechnology company focused on developing elismetrep, a potential first-in-class treatment for migraine, announced the confidential submission of a draft registration statement on Form S-4 to the SEC. The submission of the Registration Statement marks a milestone toward the completion of the proposed business combination between TriGemX Bio and TCGX that would result in TriGemX Bio becoming a publicly traded company listed on Nasdaq under the ticker symbol "TGEM". The closing of the business combination is expected to occur in the Q1 2027 and is subject to the receipt of the requisite approval of TCGX's shareholders, the Registration Statement being declared effective by the SEC, approval by Nasdaq to list the securities of the combined company, and other customary closing conditions.

TriGemX Bio and TCGX to Merge, Expecting $246M Financing

TriGemX Bio and TCGX Acquisition Corp. announced the execution of a definitive business combination agreement that will result in TriGemX Bio becoming a publicly traded company. The combined company will be named "TriGemX Bio, Inc." and is expected to trade on Nasdaq under the new ticker symbol "TGEM". Upon closing, the Combined Company expects to receive approximately $246M of total gross proceeds. Proceeds will be funded through the approximately $86M held in TCGX Acquisition Corp.'s trust account and a concurrent $160M PIPE financing of common stock at $10.00 per share from a group of premier healthcare investors, including TCGX, Viking Global Investors, ADAR1 Capital Management, BVF Partners, Samsara BioCapital, and Vianti Capital as well as other leading healthcare investors. Net proceeds from the transaction are expected to provide the Combined Company with the capital needed to: Complete the ongoing elismetrep Phase 3 clinical trials for the acute treatment of migraine and submit a New Drug Application for this indication Complete a clinical trial of elismetrep in migraine prevention using a distinct dose and formulation Enable key commercial readiness activities as the Combined Company prepares for a potential U.S. launch Assuming no redemptions by TCGX Acquisition Corp.'s public shareholders, the Combined Company is expected to have a post-transaction equity value of approximately $600 million at closing. TriGemX Bio shareholders will not receive any cash proceeds as part of the transaction and will roll 100% of their equity into the Combined Company. The boards of directors of both TriGemX Bio and TCGX Acquisition Corp. have approved the proposed transaction, which is expected to be completed in the first quarter of 2027. The transaction is subject to, among other things, the approval of the shareholders of both TriGemX Bio and TCGX Acquisition Corp., and satisfaction or waiver of customary closing conditions set forth in the definitive business combination agreement.