Fusion Pharma Gets Court Approval for Arrangement

Fusion Pharmaceuticals Inc., a clinical-stage oncology firm dedicated to developing advanced radioconjugates (RCs) as precise medical treatments, has received final approval from the Ontario Superior Court of Justice (Commercial List) for its statutory plan of arrangement. Under Section 192 of the Canada Business Corporations Act, the arrangement facilitates the acquisition of Fusion by a wholly-owned subsidiary of AstraZeneca.

According to the terms of the arrangement, Fusion shareholders will be compensated with $21.00 per share in cash upon the transaction's completion. Additionally, they will receive a contingent value right of $3.00 per share, contingent on reaching a future regulatory milestone. This plan received approval from Fusion's shareholders during a special meeting held on May 29, 2024.

The transaction is subject to customary closing conditions and is anticipated to be finalized in the second quarter of 2024. Following the transaction's completion, Fusion's common shares will be delisted from NASDAQ. Detailed information about the arrangement is available in the management information circular/proxy dated April 25, 2024.

Fusion Pharmaceuticals is at the forefront of developing RCs by linking alpha particle-emitting isotopes to various targeting molecules, aiming to deliver these radioactive payloads directly to tumors. The company’s portfolio includes its lead program, FPI-2265, which targets PSMA for metastatic castration-resistant prostate cancer (mCRPC), and other innovative RCs designed for solid tumors. Fusion’s state-of-the-art radiopharmaceutical manufacturing facility adheres to Good Manufacturing Practice (GMP) standards to meet the increasing demand for its products.

The announcement contains forward-looking statements as defined under Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934, as well as under Canadian securities law. These statements reflect Fusion’s management's expectations concerning the arrangement. Terms such as "may," "will," "could," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," "projects," "seeks," and similar expressions are used to identify these forward-looking statements.

These projections include the expected timing of the closing and the fulfillment or waiver of conditions for the closing. However, actual results may differ materially from those implied in the forward-looking statements due to several factors, including risks related to satisfying or waiving the closing conditions within the anticipated timeframe or at all, and the possibility that the arrangement might not close as planned.

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