Lowenstein Sandler LLP represented Matinas BioPharma Holdings, Inc. (NYSE American: MTNB) in two transactions announced today.
- The firm represented Matinas, a biopharmaceutical company focused on delivering groundbreaking therapies using its lipid nanocrystal (LNC) platform delivery technology, in a definitive business combination agreement with GH Power, Inc. to create a NYSE-listed and publicly-traded critical minerals and clean energy company focused on modular reactors that convert recycled metals into high value advanced materials, green hydrogen, and usable heat for industrial, utility and distributed energy applications;
GH Power has developed proprietary modular reactor systems that convert scrap metals and water into high-purity alumina, clean hydrogen and thermal energy. The company's technology is designed to address growing demand for behind-the-meter power, the onshoring of critical mineral production, and industrial decarbonization.
The combined company is expected to focus on accelerating the commercialization and deployment of GH Power’s proprietary technology platform, expanding project development and strategic partnerships across premier markets in North America and Europe, and pursuing commercial deployment opportunities across the rapidly growing clean energy, green hydrogen, industrial decarbonization and critical materials markets.
- Lowenstein also represented Matinas in a definitive stock purchase agreement to sell Matinas BioPharma Nanotechnologies, Inc., including all rights to the company’s LNC technology platform and its lead product candidate, MAT2203, an oral formulation used for the treatment of fungal infections, to Azurity Pharmaceuticals, Inc, for $4.0 million in upfront cash consideration, subject to customary adjustments, plus up to an additional $17.5 million in potential milestone payments and future mid-single-digit royalties on net sales and certain licensing proceeds generated by MAT2203. Azurity is a privately held company committed to delivering innovative, high-quality medicines for overlooked patients.
Matinas also announced that it entered into a securities purchase agreement with certain investors, pursuant to which they purchased from the company shares of Series D convertible preferred stock and warrants. Matinas intends to use the net proceeds from the PIPE for working capital and general corporate purposes.
The Lowenstein team includes Michael J. Lerner, Steven M. Skolnick, Annie Nazarian Davydov, Tracy F. Buffer, Lauren E. VanderDrift, Amani Taha, Lauren E. Russo, Rachel McDonald, Kristin V. Taylor, and Andrew Graw.
