This record is sourced from Boundless Bio's own 8-K press release (Exhibit 99.1), furnished to the SEC on June 23, 2026. The release states the transaction has received unanimous board approval from both companies and is paired with a concurrent private placement financing.
Lucid Capital Markets is serving as exclusive financial advisor to Boundless Bio. Wedbush Securities Inc. is serving as exclusive financial advisor to Serapha.
Latham & Watkins LLP is serving as legal counsel to Boundless Bio. Gibson, Dunn & Crutcher LLP and Goodwin Procter LLP are serving as legal counsel to Serapha.
Under the merger agreement, pre-merger Boundless Bio stockholders are expected to own approximately 3.7% of the combined company and pre-merger Serapha stockholders approximately 96.3%. Serapha has secured commitments for an oversubscribed private placement of approximately $230 million co-led by RA Capital Management and RTW Investments, with participation from Janus Henderson Investors, Decheng Capital, Vivo Capital, Casdin Capital, LifeSci Venture Partners, Logos Capital, Balyasny Asset Management, and Eventide Asset Management; approximately $138 million of that total was already funded in a prior Series A round, with the remaining $92 million expected to close alongside the merger. Boundless Bio expects to declare a cash dividend of approximately $44 to $48 million to its pre-merger stockholders prior to closing. The deal is expected to close in the fourth quarter of 2026, subject to stockholder approval at both companies, Nasdaq listing approval, S-4 effectiveness, and expiration of the Hart-Scott-Rodino waiting period if applicable.
Not disclosed in this filing: the exact final ownership split subject to net cash adjustment, any termination fee, and Serapha's financial terms with YolTech Therapeutics beyond the disclosed milestone and royalty structure for its separately licensed SERP-01 asset.