Ex-US Commerce Secretary Wilbur Ross pairs his SPAC with Alzheimer’s biotech

Waiting until the very last minute, former US Commerce Secretary Wilbur Ross’ special purpose acquisition company has found a business to buy: a biotech allied with Biogen on diagnosing Alzheimer’s disease.

Coming together are Cambridge, MA biotech Aprinoia Therapeutics and ROSS Acquisition Corp. II, with about $280 million of ROSS stock going toward the diagnostics and drug developer. Ross will give $7.5 million of his own money through a convertible note and up to $12.5 million at the time of closing, which is expected in the first half of this year, the companies said Wednesday.

Blank-checks were all the rage in the early days of the pandemic, but they largely cooled off in 2022, with deal announcements more spread out, combinations axed and SPACs themselves quitting before finalizing tie-ups.

Aprinoia’s lead diagnostic, APN-1607, aims to find tau in patients and inform doctors whether their patients have neurodegenerative diseases like Alzheimer’s. The biotech also has a Phase I anti-tau antibody and multiple central nervous system drug candidates in preclinical stages.

The new funding will support taking the positron emission tomography, or PET, diagnostic to market in China, where it has been out-licensed to an unnamed pharma company for $8 million upfront. A Phase III trial in the memory-robbing disease is underway and is anticipated to go through the regulatory process in China next year.

The Chinese government sanctioned Ross, among half a dozen others, in 2021.

In the US, Aprinoia will continue taking the diagnostic through a Phase II trial, also in Japan and Taiwan, in Alzheimer’s. The seven-year-old company is also gearing up for a Phase III in the US in progressive supranuclear palsy. Biogen obtained a non-exclusive license to the tool in December 2020, as did Celgene two Decembers prior.

“APRINOIA’s tau approach is potentially complementary to beta-Amyloid based products like Lecanemab,” Ross, CEO of his SPAC, said in a statement, referring to Eisai and Biogen’s Leqembi, approved earlier this month. “We’re encouraged by the progress made in this field over the last two years, and believe we’re partnering with APRINOIA at the right time to continue advancing this field.”

On his LinkedIn profile, Aprinoia medical chief Bradford Navia lists as having worked on lecanemab during his time as a senior director and global head of imaging for Eisai’s neuroscience unit from 2010 to 2013.

Aside from diagnostics, the biotech is also working on creating new therapies, with a Phase I trial of its anti-tau monoclonal antibody, APNmAb005, underway as of last May. While amyloid beta has been the key target of Alzheimer’s R&D for decades, tau has followed behind as another culprit catching the eyes of multiple developers in the space.

A tau modulator, tau protein degrader and an alpha-synuclein degrader are also in the preclinical stages, with the goal of bringing them into the clinic for Alzheimer’s, PSP, frontotemporal dementia, multiple system atrophy, Parkinson’s and other indications.

Ming-Kuei Jang

The biotech previously disclosed a $40 million Series C in 2021 and a $11.1 million Series B in January 2018. CEO Ming-Kuei Jang founded the startup in 2015 after stints at the University of Texas MD Anderson Cancer Center, GSK’s Shanghai site and Merck’s neurodegeneration research in Boston.

Ross’ SPAC incorporated two Januarys ago, meaning it was reaching the end of the line. After merging his previous blank-check vehicle with chemical and plastics distributor Nexeo Solutions in 2016, Ross originally wanted to consume a company in an industry other than biotech. Transportation, energy, manufacturing, space, electric vehicles, materials and the semiconductor industries were all intriguing at first, according to an SEC filing.

ROSS, which is listed on the NYSE, and Aprinoia have yet to decide whether the combined company will trade on the NYSE or Nasdaq. The pro forma enterprise value comes out to $319.6 million, the companies said, with Aprinoia’s existing shareholders on tap to hold anywhere from 42% to 74% of the merged entity.

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