atai Life Sciences (NASDAQ:ATAI, ETR:9VC) announced it has inked a definitive agreement to merge with Beckley Psytech, a private clinical-stage biopharmaceutical company developing psychedelic-based therapies, in an all-share transaction valued at $390 million.
The merger is contingent upon the achievement of pre-agreed success criteria in Beckley’s ongoing Phase 2b trial of BPL-003 (mebufotenin benzoate), the company said.
The merger aims to create a market-leading mental health company with a synergistic pipeline focused on rapid-acting psychedelic compounds. The combined entity will operate under the name atai Beckley, bringing together the psychedelic, drug development, and central nervous system expertise of both companies.
“The strategic combination marks a transformational moment, solidifying us as a leader in rapid-acting and accessible psychedelic treatments for mental health conditions with a pipeline of potential first-in-class and best-in-class assets,” atai CEO Dr Srinivas Rao said.
“With a unified vision and a synergistic pipeline, we believe we are well-positioned to unlock the strategic value of our clinical development programs for both patients and shareholders.”
A key near-term milestone for the new company is the anticipated topline data readout from the eight-week, randomized core stage of Beckley’s Phase 2b study of BPL-003 in patients with treatment-resistant depression. Results from the trial are expected mid-year.
Earlier open-label data showed BPL-003 to be well-tolerated and capable of delivering rapid and sustained antidepressant effects lasting up to three months, whether used alone or along with selective serotonin reuptake inhibitors (SSRIs), commonly prescribed antidepressants.
“Clinical data has shown the rapid and durable effects of our compounds, as well as their potential to fit within the existing treatment paradigm established by SPRAVATO,” Beckley CEO Cosmo Feilding Mellen said.
“We believe that the unified business will be even better positioned to accelerate development, drive long-term value for shareholders, and, most importantly, deliver meaningful innovation for patients.”
The company projects that its cash runway will support the completion of multiple Phase 2 clinical milestones.
Acquisition terms
Under the terms of the agreement, atai Life Sciences will acquire the remaining shares of Beckley that it does not already own by issuing approximately 105 million new shares to Beckley’s existing shareholders, excluding atai.
This represents about 31% of the combined company on a fully diluted basis and implies a valuation of approximately $390 million for Beckley.
Before the merger is completed, Beckley intends to spin out Eleusis Holdings Limited and its subsidiaries, which hold assets related to Beckley’s ELE-101 program.
The transaction has received approval from the boards of both companies and is expected to close in the second half of 2025.
Concurrently, atai has executed a $30 million private placement with Ferring Ventures S.A. and Adage Capital Partners LP, which is set to close on June 3.
Christian Angermayer, atai co-founder and chairman, expressed excitement over the concurrent financing with existing investors from both companies.
“The continued support from Ferring Ventures, a valued investor in atai, and Adage Capital, a longstanding investor in Beckley, further validates the strength and potential of this combination,” Angermayer said.
Investors welcomed the news, sending shares of atai 13.4% higher to about US$2.60 before US markets opened on Monda before settling closer to 3.5% higher in midmorning trading.