miRagen Therapeutics and Signal Genetics Sign Merger Agreement -Merger to create clinical-stage, NASDAQ-listed, biopharmaceutical company developing proprietary micro RNA-targeted therapeutics - -Concurrent financing of $40 million from Miragen...Sign Merger Agreement • November 1st, 2016 • Signal Genetics, Inc. • Services-medical laboratories
BOULDER, CO and CARLSBAD, CA – Signal Genetics, Inc. (Nasdaq: SGNL) (“Signal”) and Miragen Therapeutics, Inc. (“miRagen”), a privately-held biopharmaceutical company, today announced that they have entered into a definitive merger agreement under which the stockholders of miRagen are currently estimated to become holders of approximately 96% of Signal’s outstanding common stock on a fully-diluted basis. The proposed merger remains subject to certain conditions, including approval by Signal’s and miRagen’s stockholders.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among SIGNAL GENETICS, INC., SIGNAL MERGER SUB, INC., and MIRAGEN THERAPEUTICS, INC. Dated as of October 31, 2016Agreement and Plan of Merger • November 1st, 2016 • Signal Genetics, Inc. • Services-medical laboratories • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of October 31, 2016, by and among Signal Genetics, Inc., a Delaware corporation (“Signal”), Signal Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Miragen Therapeutics, Inc., a Delaware corporation (“Miragen”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
