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ZURA merger with Zura Bio Ltd

Zura Bio Ltd — Bio Limited Zura is a clinical-stage biotechnology company advancing two primary assets, including ZB-168 in Alopecia Areata and other inflammatory diseases and torudokimab in both chronic obstructive pulmonary disease (COPD) and asthma.

StatusClosed (deSPAC)
Announced deal valuenot stated in the filings we hold
Shareholder voteno vote date filed yet
IndustryHealth Care — clinical-stage biopharmaceutical development

Structure & dilution

SEC-primary terms

The headline number ignores the shares that did not pay $10 — the founder promote, PIPE stock and warrants. This is the same deal with all equity claims counted.

Deal structureSEC-primary — BCA 8-K / S-4 / DEFM14A
PIPE
≈ $20M · unsourced
Min-cash condition
$65M

PIPE terms — instrument, coupon, conversion price and any reset floor — are not sourced for this deal. The size above is itself unsourced — a stored figure no filing we hold states — so neither the size nor the terms should be read as cited.

An effective (post-dilution) figure needs either a stated pro-forma share count or the headline value plus the promote terms; the filings we hold do not yet state enough, and we will not print an estimate built on inventions.

Why headline and effective values differ is covered in headline vs effective deal value, in plain English.


The target: Zura Bio Ltd

from S-4/A

The business actually being bought — described from SEC primary filings, with projections labelled as projections.

Bio Limited Zura is a clinical-stage biotechnology company advancing two primary assets, including ZB-168 in Alopecia Areata and other inflammatory diseases and torudokimab in both chronic obstructive pulmonary disease (COPD) and asthma. ZB-168 is an anti IL7R α inhibitor that has the potential to impace diseases driven by IL7 and TSLP biological pathways. Zura aims to develop a portfolio of therapeutic indications for ZB-168, and is focused on demonstrating its efficacy, safety, dosing convenience and mechanism of action, initially in Alopecia Areata (AA). This will build on Phase 1b data in Type 1 Diabetes demonstrating a favourable safety profile and strong biological rationale. Torudokimab is a fully human, high affinity monoclonal antibody that neutralizes IL33 and is currently at Phase 2 clinical development stage. IL33 is a validated drug target in both chronic obstructive pulmonary disease (COPD) and asthma. Zura is headquartered in London, UK. Zura is headquartered in London, UK

SectorHealth Care — clinical-stage biopharmaceutical development
Headquartersnot stated in the filings we hold
Revenuenot stated in the filings we hold

source: 0001104659-23-024425opens on sec.gov in a new tab

Zura Bio Ltd — every SPAC that has bid for it, and its listed peers


In plain English

No floor / floorlessthe cash guarantee is gone — the price is unprotected

A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.

Dilutionhow much of the company new shares take from you

Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.

Pro-forma equitywhat the company is valued at once the deal closes

The combined company's equity value assuming the announced terms and the redemptions that have actually happened.

De-SPACthe day the SPAC becomes the real company

The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.

Outside datethe contractual long-stop for closing the deal

A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.