Keen Vision Acquisition Corporation *
PROPOSED BUSINESS COMBINATION: Medera Inc.
ENTERPRISE VALUE: $622.6 million
ANTICIPATED SYMBOL: tbd
Keen Vision Acquisition Corporation proposes to combine with Medera Inc.
Medera Inc. is a clinical-stage biopharmaceutical company, focused on targeting difficult-to-treat and currently incurable diseases by developing next-generation gene- and cell-based approaches in combination with bioengineered human-based (including the exclusively available mini-Heart®) screening technology platform for disease modeling and drug discovery. Medera operates through its two business units, Sardocor and Novoheart.
EXTENSION – 10/30/24 – LINK
- The SPAC approved the extension from October 27, 2024 to July 27, 2025.
- 8,545,348 shares were redeemed.
- $200k per month will be deposited into the trust account.
TRANSACTION
- This merger values Medera at an enterprise valuation of $622.6 million.
- The transaction is expected to close in the fourth quarter of 2024.
SPAC FUNDING
- There is no additional funding at this time.
LOCK-UP
- Company
- 25% of the Shares
- Earlier of 9 months from closing or if the share price equals or exceeds $12.00 for 20/30 trading days.
- 75% of the shares
- 15% of the 75% will be released 3 months after the Closing.
- 35% of the 75% will be released 6 months after the Closing.
- 50% of the 75% will be released 9 months after the Closing.
- 25% of the Shares
- Sponsor
- One year following the Closing or if the share price equals or exceeds $12.00 for 20/30 trading days at least 150 days after the Closing.
NOTABLE CONDITIONS TO CLOSING
- Medera shall have at least $40 million in available liquidity.
NOTABLE CONDITIONS TO TERMINATION
- If the Closing has not occurred by the latest of April 24, 2025, or if Parent’s board of directors has extended the timeline to consummate an initial business combination beyond April 24, 2025, in accordance with the amended and restated memorandum and articles of association of Parent, the last date for Parent to consummate a Business Combination as per such extensions
- The parent may terminate Merger Agreement if the Closing has not occurred before April 27, 2025
ADVISORS
- Company
- Not disclosed.
- SPAC
- EF Hutton LLC and Brookline Capital Markets, a division of Arcadia Securities, LLC, are serving as Capital Markets Advisors
LETTER OF INTENT – 3/25/24 – LINK
- On March 22, 2024, Keen Vision Acquisition Corporation (KVAC) entered a non-binding letter of intent with a Boston-based clinical stage biopharmaceutical company.
- The letter of intent is not yet a commitment to merge, and any formal agreement is pending; however, following its July 2023 IPO, KVAC has until October 27, 2024, to finalize this or any business combination, benefiting from an automatic six-month extension post-LOI.
MANAGEMENT & BOARD
Executive Officers
Kenneth Wong, 50
Chief Executive Officer and Chairman
Mr. Kenneth Wong, our CEO and Chairman since September 2021, has over 25 years of experience in finance and operations, with a track record of executing notable M&A deals. Since their inceptions in September 2011 and December 2008 respectively, Mr. Kenneth Wong has been the founder, Chairman and CEO of both Keen Vision Capital (BVI) Limited, a single-family office specializing in PE investments with minority stakes, which has a track record of successful exits in the high technology, agriculture, and consumer goods industries, and Keen Vision International Limited, a PE investment firm targeting controlling or majority stakes. During Mr. Kenneth Wong’s time in both companies, he has been managing fundraising process and operations, providing restructuring, strategic and listing advice for investee companies, and all investments were executed with a view to exit via listing on an international stock exchange or trade sale. Mr. Kenneth Wong also serves as the Vice Chairman of Medera Inc. since November 2021. Prior to this from October 2002 to February 2004, Mr. Kenneth Wong was first the CFO of the Shanghai A-share listed pharmaceutical research & development and manufacturing subsidiary Topsun Science and Technology Company Limited (SH600771), before becoming the Senior Vice President of the Topsun Pharmaceutical Group from February 2004 to August 2008. During his time at Topsun, Mr. Kenneth Wong oversaw acquisitions of two leading Chinese national pharmaceuticals, Yunnan Baiyao and Shanxi Guangyuyuan, as well as the sale of Qidong Gaitianli Pharmaceutical Co., Ltd. to Germany’s Bayer Group, in what was then the first major cross-border M&A deal in the Chinese pharmaceutical industry, and also the first cross-border acquisition of a Chinese pharmaceutical company by a Fortune 50 company. From September 2001 to September 2002, Mr. Kenneth Wong was a direct investment associate at investment company AIG Investment Corporation, focusing on emerging markets and health care/pharmaceuticals. Before AIG from September 1995 to February 2000, Mr. Kenneth Wong was a corporate finance associate and later Associate Director in the corporate finance division at SBC Warburg (later renamed as UBS Investment Bank), where he was the buy-side financial advisor in a $38 billion acquisition; what was then the largest M&A transaction in Asia. Mr. Kenneth Wong began his career in corporate finance as an intern at Morgan Stanley from July 1994 to December 1994.
Alex Davidkhanian, 49
Chief Financial Officer and Director
Mr. Davidkhanian, our CFO since October 2021, has a multi-industry background covering a diverse range of corporate functions that spans nearly 20 years. Since June 2020, he has been co-founder, President and board member of Birchmount Network, a gift card and marketing services company that provides comprehensive revenue, payment, and brand solutions to clients in emerging retail industries. Mr. Davidkhanian has also served on the board of autonomous robotic kitchen company Roboeatz since 2020, and on the advisory board of rental home improvement brand Sproos! since 2019. Prior to this, from June 2018 to June 2020, he was at TPG Growth and Rise, the growth equity investment platform of global alternative asset firm TPG, where he first served as the Operations Director before becoming Senior Advisor in January 2020. During his time with TPG Growth and Rise, Mr. Davidkhanian supported the fund deal teams on sourcing and negotiating new deals and also worked with portfolio company CEOs and leadership teams to develop and execute their value creation strategies. Before TPG Growth and Rise, Mr. Davidkhanian was CFO for the Americas of Water Technology at Tokyo-listed building materials and housing equipment manufacturer LIXIL Group Corporation, from December 2015 to May 2018. From January 2008 to December 2015, Mr. Davidkhanian was with GROHE, a leading global brand for bathroom and kitchen fittings which was acquired by LIXIL in 2014. He first served as the CFO of GROHE Americas, leading the Finance, HR, IT and Customer Service functions for the region, before moving on to becoming Vice President of Sales from July 2010, and finally becoming President and chief executive for GROHE in that region from July 2013. Prior to GROHE, from August 2002 to December 2007, Mr. Davidkhanian was with a global leader in beverage alcohol, Diageo Plc, where he started out as a manager in London, then moved horizontally to becoming a manager in New York in January 2004. He was then promoted to Director in January 2005, helping to lead and deliver on strategic projects for North America, before finally becoming Finance Director in September 2006, where he drove the strategy and pipeline management for the region.
Board of Directors
Peter Ding, 56
Independent Director
Mr. Ding, one of our independent directors since October 2021, is a qualified chartered accountant with a M&A and investment banking background spanning over 25 years. He is currently Senior Advisor for Greater China for one of the world’s largest independent financial advisory companies, Rothschild & Co., after having served as its Executive Vice Chairman for Greater China from September 2018 to April 2021. Throughout Mr. Ding’s tenure with Rothschild, he has provided financial, strategic advisory and management oversight and has been responsible for senior client coverage and origination of advisory mandates. Mr. Ding also serves on the Asia Pacific Executive Committee of Rothschild & Co. He has also been an independent director of CMB International Finance Limited, a subsidiary of China Merchants Bank (CMB), since January 2020. Prior to Rothschild & Co., from January 2015 to August 2018, Mr. Ding was one of the four founding partners of Quintus Partners, a boutique firm focusing on cross-border advisory, private placements and investments. From September 2010 to December 2014, he served as Managing Director and Head of Greater China Investment Banking of Barclays PLC, a multinational investment bank. From January 2008 to September 2010, Mr. Ding served as Managing Director and Co-Head of M&A for Asia at Morgan Stanley, an American multinational investment bank and financial services company. From April 2001 to December 2007, Mr. Peter Ding worked in different capacities, including as Managing Director of Investment Banking Department, at UBS AG, a Swiss multinational investment bank and financial services company. From February 1996 to March 2001, Mr. Ding held various positions within ING Barings, Hong Kong, an investment bank, starting as an executive and eventually working in a director–level role. He began his career as an accountant at Ernst & Young from January 1992 to June 1995.
William CHU [Appointed 3/13/24]
Director
…
Ronald Li, 51 [Resigned 3/13/24]
Independent Director
Prof. Li, one of our independent non-executive directors since October 2021, has two decades of experience in biotech as a professor-turned serial entrepreneur with successful track records in biotech from fundraising to public listing, M&A, privatization, and licensing. Prof. Li is an internationally recognized expert in cardiac electrophysiology, human heart cell and tissue engineering, and pluripotent stem cells with over 200 peer-reviewed publications, including Nature, Nature Biotech, Nature Communications, Advanced Material, Circulation, and Circulation Research. Since January 2014, Prof. Li co-founded and has been serving as CEO of Novoheart Holdings Inc. (“Novoheart”), a stem cell biotechnology company that pioneers an array of next-generation human heart tissue prototypes. During Prof. Li’s time with Novoheart, he led the development of the award-winning MyHeart Platform, which offers a range of bioengineered human heart constructs, including the world’s first human-heart–in-a-jar for testing drug toxicity and efficacy. Under his leadership, Novoheart has also won numerous awards such as the 2020 Venture 50 Company of Toronto Stock Venture Exchange; 2020 CAPITAL Outstanding Award; Outstanding Biomedical Technology Award; and Top 50 of Innovative Biotechnology Enterprises in Guangdong-Hong Kong-Macau Greater Bay Area 2018. Prof. Li also co-founded and holds C-suite roles at three other biotech companies, Xellera Therapeutics Limited (“XT”), which specializes in Good Manufacturing Practice (GMP) for cell and gene therapies (CEO since June 2019); Sardocor Corp. (“Sardocor”), a clinical-stage biotech company developing and commercializing novel cardiovascular therapies (Chief Scientific Officer since June 2020); and Medera Biopharmaceutical Limited (“Medera”), the parent company of Novoheart, XT, and Sardocor (CEO since September 2020). Medera has operations in the United States and Hong Kong Since January 2016, Prof. Li has held a professorial cross appointment at the Dr. Li Dak-Sum Research Center, University of Hong Kong-Karolinska Institutet Collaboration in Regenerative Medicine, which fosters interdisciplinary research between Hong Kong and the Karolinska Institutet in Sweden. Prior to that, from December 2015 to July 2020, Prof. Li was director and professor at the Ming-Wai Lau Centre for Reparative Medicine, HK node, Karolinska Institutet. From January 2010 to December 2015, he served as the founding director of the Stem Cell and Regenerative Medicine Consortium at the University of Hong Kong. From January 2010 to December 2015, Prof. Li also held a professorial and co-directorial role at the Section of Cardiovascular Cell & Tissue Engineering in Icahn School of Medicine at Mount Sinai in Manhattan. Prior to that from November 2005 to November 2009, Prof. Li founded and led the Human Embryonic Stem Cell Consortium when he was recruited in 2005 to become a tenured Associate Professor at the University of California, Davis, in light of state’s $3 billion stem cell initiative Proposition 71. He was concurrently an adjunct associate professor at the University of Hong Kong Division of Cardiology, Department of Medicine from November 2005 to November 2009 as well as an associate investigator at the Institute of Pediatric Regenerative Medicine, Shriners Hospital for Children in North America from June 2006 to November 2009. From February 2001 to November 2005, Prof. Li served as assistant research professor for a year, then assistant professor of Cardiology, and Cellular and Molecular Medicine, at the Johns Hopkins University (JHU) School of Medicine. Prof. Li has received multiple accolades and recognitions during his career, including the Spirit of Hong Kong Innovating for Good Award by the South China Morning Post (2015), the Top Young Faculty Award (2002, 2004), the Top Prize for the Young Investigator Basic Research (2001) and Top Postdoctoral Fellow Helen Taussig Award (2001) of JHU School of Medicine, Young Investigator Award 1st Prize from the Heart Rhythm Society (2002), and the Career Development Award from the Cardiac Arrhythmias Research & Education Foundation (2001).
Albert Cheung-Hoi Yu, 68
Independent Director
Prof. Yu, one of our independent directors since October 2021, has over 30 years of academic, industrial and entrepreneurial experience in biotech. Prof. Yu has been a professor at Peking University since December 2001, where he researches glia and neuro-diseases. He has also served as founder, chairman and Chief Scientific Officer of pioneering molecular diagnostic company Hai Kang Life Corporation Ltd since May 1999. Concurrently, Prof. Yu serves roles in 22 companies and organizations, including RNA interference (RNAi) therapeutics biopharmaceutical company Sirnaomics Ltd (independent non-executive director since July 2021), venture capital fund CR-CP Life Science Fund Management Limited (independent director since May 2021), international biotech convention organizer BIOHK Limited (director since February 2019), the Biotech Advisory panel of the Stock Exchange of Hong Kong Limited (HKEX) (panel member since April 2018), the Guangdong-Hong Kong-Macao Greater Bay Area Biotechnology Alliance (GBABA) (director, founder and chairman since December 2017), the Glia and Neuro-diseases Committee of the Beijing Society for Neuroscience (BJSN) (director since December 2017), nonprofit international scientific conferences organizer, Gordon Research Conferences (member of the Board of Trustees since May 2016), the Asian Fund for Cancer Research Limited (director since July 2011), Hong Kong Biotechnology Organization (HKBIO) (founder and chairman since September 2009), Hong Kong DNA Chips Ltd (director since April 2007), and clinical diagnostic firm Hai Kang Life Corp. Ltd.’s subsidiary DNA-Tech Ltd (director since February 2002). His past directorships of corporate and academic organizations include the Chinese Neuroscience Society (CNS) (vice director from October 2015 to October 2019), Hong Kong Science and Technology Parks Limited (HKSTP) (director from July 2011 to June 2017), the Beijing Society for Neuroscience (BJSN) (director from January 2008 to December 2013), and the key neuroscience laboratory designated by the Chinese Ministry of Education and Ministry of Health; the Neuroscience Research Institute of Peking University (vice director from December 2006 to December 2018). Concurrently to his current role at Peking University, from September 2006 to December 2017, Prof. Yu was a professor at the Peking University Infectious Disease Research Center. Prior to that, from February 1994 to December 2001, Prof. Yu was a lecturer and assistant professor at the Hong Kong University of Science and Technology (HKT). From February 1994 to August 1996, he was also a visiting associate professor at Stanford University, and a guest professor at the Peking University Health Science Center (formerly known as Beijing Medical University) from January 1994 to December 2000. From October 1989 to October 1994, Prof. Yu was a research associate and later senior research associate at Stanford University’s Department of Pathology. Prior to this, from July 1984 to September 1989, he was an assistant academic researcher at the University of California, San Francisco.
