Citius Pharmaceuticals Announces TenX Keane Shareholder Approval of Merger with Citius Oncology, Inc.

Citius Pharmaceuticals, Inc. (Citius Pharma) has announced that shareholders of TenX Keane Acquisition (TenX) have approved the merger with Citius Pharma’s oncology subsidiary. The new public company will be named Citius Oncology, Inc. The merger, approved by the boards of both companies, is expected to close soon, pending certain conditions.

This merger aims to enhance Citius Oncology’s access to public equity markets, support the commercialization of LYMPHIR, if approved, and explore additional oncology opportunities. Leonard Mazur, Chairman and CEO of Citius Pharma, expressed optimism about the merger’s potential to unlock value in their oncology assets.

The agreement involves TenX acquiring Citius Pharma’s oncology subsidiary, converting shares into common stock of Citius Oncology. Upon closing, Citius Pharma will hold about 65.6 million shares of Citius Oncology, representing roughly 90% ownership. Additionally, Citius Pharma will contribute $10 million in cash, with TenX’s remaining trust account cash aiding Citius Oncology’s working capital.

The transaction is detailed in the merger agreement, filed in a Current Report on Form 8-K with the SEC. Advisors for the transaction include Maxim Group LLC for Citius Pharma, Newbridge Securities Corporation for TenX, and legal advisors Wyrick Robbins Yates & Ponton LLP for Citius Pharma and The Crone Law Group P.C. for TenX.

Citius Oncology will focus on developing and commercializing novel oncology therapies, with LYMPHIR aiming for FDA approval to treat cutaneous T-cell lymphoma (CTCL). The market for LYMPHIR is estimated to exceed $400 million, with robust intellectual property protections supporting its competitive positioning. If approved, LYMPHIR could be available by Q4 2024.