BOSTON, Nov. 23, 2021 /PRNewswire/ -- GreenLight
Biosciences Inc., an RNA-focused biotech ("GreenLight"), and
Environmental Impact Acquisition Corp. (Nasdaq: ENVI) today
announced an expansion of its PIPE financing to an aggregate
$124 million in gross proceeds. The
expanded financing includes a $10
million strategic investment from Serum Life Sciences Ltd
("Serum Life Sciences"), a subsidiary of Serum Institute of India
Pvt. Ltd. (the "Serum Institute").
The world's largest vaccine manufacturer by volume, the Serum
Institute sells more than 1.5 billion doses to over 160 countries;
this includes national immunization programs and vaccines
addressing polio, diphtheria, tetanus, pertussis, Hib, BCG,
r-Hepatitis B, measles, mumps, and rubella.
Natasha Poonawalla, the
chairperson of Serum Life Sciences, said: "Serum Life Sciences is
delighted to invest in the future of GreenLight Biosciences, with
the objective of accelerating the development and distribution of
RNA vaccines."
Serum Institute was founded in 1966 by Dr. Cyrus Poonawalla with the aim of manufacturing
life-saving immuno-biologicals, which were in shortage in the
country and imported at high prices. That mission continues
today.
Both Serum Life Sciences and GreenLight share a commitment to
making healthcare affordable and accessible.
"We are delighted to align with Serum Life Sciences through this
investment in our future as a public company," said GreenLight CEO
Andrey Zarur. "The Serum Institute
has a long history of delivering vaccines at scale and is playing a
pivotal role in the global fight against COVID-19."
GreenLight's vision is to develop high-quality, cost-effective
solutions that can be widely deployed, including to low- and
middle-income countries.
The investment is being made under the same material terms as
the $105 million common stock PIPE
investment that ENVI and GreenLight announced in August 2021 as part of their proposed business
combination. Serum Life Sciences Ltd will acquire shares of the
publicly traded company contemporaneously with the closing of the
business combination at the same price of $10 per share as existing PIPE investors.
Environmental Impact Acquisition Corp. has $207 million held in trust in addition to the
PIPE financing. With the addition of Serum Life Sciences, Fall Line
Capital and Viceroy Capital, the PIPE investors include, S2G
Ventures, Cormorant Asset Management, Morningside Venture
Investments, Hudson Bay Capital, BNP Paribas Ecosystem Restoration
Fund, The Jeremy and Hannelore Grantham Environmental Trust,
Continental Grain Company, Pura Vida Investments LLC, Xeraya
Capital, and MLS Fund II/Spruce.
Environmental Impact Acquisition Corp., a publicly traded
special purpose acquisition company, has agreed to a business
combination with GreenLight Biosciences, a Boston-based biotechnology company dedicated
to making ribonucleic acid (RNA) products affordable and accessible
for human health and agriculture.
About GreenLight
Founded in 2008, GreenLight aims to address some of the world's
biggest problems by delivering on the full potential of RNA for
human health and agriculture.
In human health, this includes mRNA vaccines and therapeutics.
In agriculture, this includes RNA to protect honeybees and a
range of crops. The company's breakthrough cell-free RNA
manufacturing platform, which is protected by numerous patents,
allows for cost-effective production of RNA. GreenLight's human
health product candidates are in the pre-clinical stage, and its
product candidates for the agriculture market are in the early
stages of development or regulatory review. For more information,
visit https://www.greenlightbiosciences.com/
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws with respect to the
business of GreenLight and its proposed transaction with ENVI,
including statements regarding the anticipated benefits of the
transaction, the future business of GreenLight, the PIPE
transaction and PIPE investment by Serum Life Sciences Ltd., the
market opportunities for and uses of GreenLight's product
candidates and the potential for regulatory approval for
GreenLight's product candidates, timing of clinical trials, and the
timing of commercial launch of product candidates. These
forward-looking statements are generally identified by the words
"believe," "project," "expect," "anticipate," "estimate," "intend,"
"strategy," "future," "opportunity," "plan," "may," "should,"
"will," "would," "will be," "will continue," "will likely result"
and similar expressions. Forward-looking statements are
predictions, projections and other statements about future events
that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties. Many factors could
cause actual future events to differ materially from the
forward-looking statements in this press release, including but not
limited to: the risk that the transaction may not be completed in a
timely manner or at all, which may adversely affect the price of
ENVI's securities; the failure to satisfy the conditions to the
consummation of the transaction, including the approval of the
business combination agreement by the stockholders of ENVI, the
satisfaction of the minimum cash amount held by ENVI following any
redemptions by its public stockholders; potential changes to the
proposed structure of the business combination that may be required
or appropriate to achieve the intended tax treatment or to satisfy
other legal or regulatory requirements; the potential inability to
complete the PIPE transaction; the occurrence of any event, change
or other circumstance that could give rise to the termination of
the business combination agreement; the potential inability to
maintain the listing of ENVI's securities with the Nasdaq Stock
Market, Inc.; the outcome of any legal proceedings that may be
instituted against GreenLight or ENVI related to the business
combination agreement or the proposed transaction; unanticipated
costs related to the transaction and the potential failure to
realize anticipated benefits of the transaction or to realize
estimated pro forma results and underlying assumptions, including
with respect to estimated stockholder redemptions; potential
exercise of appraisal rights by some GreenLight stockholders, which
may reduce available cash; the effect of the announcement or
pendency of the transaction on GreenLight's business relationships,
operating results, and business generally; risks that the proposed
transaction disrupts current plans and operations of GreenLight;
the need to obtain regulatory approval for GreenLight's product
candidates; the risk that clinical trials will not demonstrate that
GreenLight's therapeutic product candidates are safe and effective;
the risk that GreenLight's product candidates will have adverse
side effects or other unintended consequences, which could impair
their marketability; the risk that GreenLight's product candidates
do not satisfy other legal and regulatory requirements for
marketability in one or more jurisdictions; the risks of enhanced
regulatory scrutiny of mRNA solutions; the risk of significant
delays in research, development and testing, pre-clinical studies
and clinical trials, and regulatory approval; the potential
inability to achieve GreenLight's goals regarding scalability and
affordability of its product candidates; the anticipated need for
additional capital to achieve GreenLight's business goals,
including the risk that GreenLight would require additional capital
if its future partnerships obligate GreenLight to cover its own
Phase II or Phase III clinical trial costs; changes in the
industries in which GreenLight operates; changes in laws and
regulations affecting the business of GreenLight; and the potential
inability to implement or achieve business plans, forecasts, and
other expectations after the completion of the proposed
transaction. The foregoing list of factors is not exhaustive.
Readers should carefully consider the foregoing factors and the
other risks and uncertainties described in the "Risk Factors"
section of the registration statement on Form S-4, as amended,
discussed below and other documents filed by ENVI from time to time
with the U.S. Securities and Exchange Commission (the "SEC"). These
filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and ENVI and GreenLight assume no obligation and do not
intend to update or revise these forward-looking statements,
whether as a result of new information, future events or otherwise.
Neither ENVI nor GreenLight gives any assurance that GreenLight or
ENVI, or the combined company, will achieve any result described in
any forward-looking statement.
Important Information and Where to Find It
This press release may be deemed to relate to a proposed
transaction between GreenLight Biosciences, Inc. and Environmental
Impact Acquisition Corp. This press release does not constitute
either (a) a solicitation of a proxy, consent or authorization with
respect to any securities or in respect of the proposed business
combination or (b) an offer to sell or exchange, or the
solicitation of an offer to buy or exchange, any securities, nor
shall there be any sale of securities in any jurisdiction in which
such offer, sale or exchange would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
ENVI has filed an amended registration statement on Form S-4with
the SEC, which includes a document that serves as a preliminary
prospectus and proxy statement of ENVI, referred to as a proxy
statement/prospectus. The final proxy statement/prospectus will be
sent to all ENVI stockholders after the registration statement is
declared effective by the SEC. ENVI has also filed and will file
other documents regarding the proposed transaction with the SEC.
This press release does not contain all of the information that
will be contained in the final proxy statement/prospectus or other
documents filed with the SEC. Before making any voting decision,
investors and security holders of ENVI are urged to read the
registration statement, the final proxy statement/ prospectus and
all other relevant documents filed or that will be filed with the
SEC in connection with the proposed transaction as they become
available because they will contain important information about the
proposed transaction.
Investors and security holders will be able to obtain free
copies of the registration statement, the final proxy
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC by ENVI through the website maintained
by the SEC at www.sec.gov or by sending a written request to ENVI
at: ENVI.Inquiries@cgf.com.
Participants in the Solicitation
ENVI, GreenLight and their respective directors and executive
officers may be deemed to be participants in the solicitation of
proxies from ENVI's stockholders in connection with the proposed
transaction. A list of the names of such directors and executive
officers and information regarding their interests in the proposed
business combination will be contained in the final proxy
statement/prospectus when available. You may obtain free copies of
these documents as described in the preceding paragraph.
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SOURCE GreenLight Biosciences, Inc.
