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Pear Therapeutics, Inc. ("Pear"), the leader in developing and commercializing prescription digital therapeutics ("PDTs") to treat serious disease, and Thimble Point Acquisition Corp. ("Thimble Point") (NASDAQ:THMA) announced today that the U.S. Securities and Exchange Commission ("SEC") has declared effective Thimble Point's registration statement on Form S-4 relating to the previously announced business combination (the "Business Combination") between Pear and Thimble Point.
This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20211027005314/en/
A special meeting of Thimble Point shareholders will be held at 9:00 a.m. Eastern Time on November 23, 2021 in connection with the Business Combination (the "Special Meeting"). The Special Meeting will be held as a virtual meeting only via live audio webcast at https://www.cstproxy.com/thimblepoint/2021.
If the proposals at the Special Meeting are approved, the parties anticipate that the Business Combination will close shortly thereafter, subject to the satisfaction or waiver (as applicable) of all other closing conditions.
Upon closing of the transaction, the combinedcompany will be named Pear Holdings Corp. (the "Combined Company") and will be listed onNasdaq under the ticker symbol "PEAR."
"This is an important milestone on our path to becoming a publicly-traded company," said Corey McCann, M.D., Ph.D., Pear's President and Chief Executive Officer. "We intend to use the proceeds from this transaction to continue commercialization of our three FDA-authorized PDTs, to further our pipeline, and to enhance our market-leading PDT platform. We continue to demonstrate real-world health economic evidence for our FDA-authorized products, helping to drive recent coverage adoption by several private and public payers. The Pear team is well-positioned to further our position as the leader in software to treat serious disease."
Elon Boms, Chief Executive Officer and Chairman of Thimble Point Acquisition Corp. and Managing Director of the Pritzker Vlock Family Office, an affiliate of Thimble Point's sponsor, commented: "The Pear team continues to execute successfully and is poised for rapid growth as they build a new category of medicines. We look forward to presenting the business combination to Thimble Point stockholders and are proud to continue partnering with Pear through its next phase of growth."
Additionally, Pear believes that its revenue growth remains on pace for achieving its $4.0 million revenue forecast for fiscal year 2021.
As previously announced, the Business Combination values the Combined Company at a pro forma equity value of approximately $1.6 billion. Upon closing of the Business Combination, the Combined Company expects to obtain (i) $125 million in cash, at $10.00 per share, from an upsized PIPE with participation from leading healthcare and technology investors, including 5AM Ventures, Arboretum Ventures, Blue Water Science Advisors, LLC, dRx Capital (Novartis Pharma AG), The Eleven Fund, FORTH Management, Health Innovation Capital (HIC), JAZZ Venture Partners, a leading integrated delivery network, Neuberger Berman funds, Palantir, Pilot House, Pritzker Vlock Family Office, QUAD Investment Management, Sarissa Capital, Shanda Group, SoftBank Vision Fund 2, Temasek, and Trustbridge Partners and (ii) subject to redemptions, up to approximately $276 million in cash held in Thimble Point's trust account, less transaction expenses expected to be approximately $30 million.
All existing Pear equity holders will roll the entirety of their equity holdings into the Combined Company and are expected to hold approximately 72% of the issued and outstanding equity of the Combined Company immediately following the closing.
Net proceeds from the Business Combination will be used to further capitalize Pear's category-leading position by investing in commercialization of Pear's three FDA-authorized products, advancing Pear's pipeline, and scaling its end-to-end platform.
Posted In: THMA
