Talawar Therapeutics and JATT II Acquisition announced that they have entered into a definitive business combination agreement to create a publicly listed biotechnology company focused on developing potentially best-in-class bispecific antibodies for immunology and inflammatory diseases.
The combined company will operate as Talawar Therapeutics and is expected to trade on the Nasdaq Capital Market under the ticker symbol “TLWR.”
Talawar is developing bispecific antibodies that pair independent immunology and inflammatory disease drivers in a single therapy. The company’s lead program is TALA-125, a novel anti-IL-13 × anti-IL-18 bispecific antibody being developed for atopic dermatitis. Clinical entry for TALA-125 is expected in the first quarter of 2027.
The transaction includes an oversubscribed $225 million concurrent private investment in public equity, or PIPE. Upon closing, the combined company expects to receive $285 million before transaction costs and assuming no redemptions by JATT II’s public shareholders. This includes $60 million held in JATT II’s trust account, assuming no redemptions, and the $225 million PIPE at $10 per share.
The PIPE is led by founding investor Access Biotechnology and includes participation from Bain Capital Life Sciences, Deep Track Capital, RA Capital Management, Janus Henderson Investors, Vianti Capital, Farallon Capital Management, and other healthcare-focused investors and mutual funds.
Available cash to the combined company at closing is expected to fund TALA-125 through a Phase 2b proof-of-concept study data readout in the second half of 2028. Talawar also expects interim Phase 1 data for TALA-125 in the fourth quarter of 2027.
Talawar was the first company formed to develop and commercialize assets discovered by Khanda Therapeutics. The company’s approach focuses on combining validated and complementary disease pathways into single bispecific molecules designed to produce broader and more durable therapeutic effects.
Atopic dermatitis is one of the largest therapeutic markets in immunology and inflammation, but Talawar said many patients still do not achieve meaningful clinical responses on current standard-of-care treatments. TALA-125 is designed to combine two clinically validated and complementary mechanisms in a single molecule to address this treatment gap.
Talawar is also advancing two discovery-stage programs, TALA-307 and TALA-711, in additional immunology indications.
Talawar is led by CEO Marc Schegerin, MD, MBA, and Chief Medical Officer Fabio Nunes, MD, MMSc. Schegerin previously served as COO and CFO at Morphic Therapeutic and as CFO and Head of Strategy at ArQule. Nunes most recently served as Vice President of Dermatology and Respiratory Clinical Development at Johnson & Johnson, where he oversaw global Phase 2 and Phase 3 programs.
Praveen Tipirneni, MD, MBA, has joined Talawar’s Board of Directors. Tipirneni previously served as CEO of Caldera Therapeutics and Morphic Therapeutic and brings experience in biotechnology company building and corporate strategy.
The business combination is expected to close in the second half of 2026, subject to customary closing conditions, including JATT II shareholder approval and regulatory approvals.
Guggenheim Securities, Cantor, and LifeSci Capital are serving as placement agents for the PIPE. Cooley is serving as legal counsel to Talawar. Greenberg Traurig is serving as legal counsel to JATT II. And Davis Polk & Wardwell is serving as legal counsel to the placement agents.
KEY QUOTES:
“Atopic dermatitis remains one of the largest therapeutic markets in I&I, yet a persistent efficacy ceiling leaves a majority of patients unable to achieve meaningful clinical responses on current standard-of-care treatments. TALA-125 is purpose-built to shatter the current monotherapy efficacy plateau by combining two clinically validated, complementary mechanisms in a single bispecific molecule. This strategic transaction provides us with the capital to rapidly advance TALA-125 into the clinic as we aim to deliver on our commitment to dramatically broaden and deepen responses for patients living with I&I disorders.”
Marc Schegerin, MD, CEO of Talawar Therapeutics
“We set out to build Talawar as Khanda’s first company because atopic dermatitis represents one of the largest unmet opportunities in I&I, one where the monotherapy paradigm has consistently fallen short for patients. TALA-125 is the embodiment of the Khanda model: uniting two validated, orthogonal pathways in a single molecule to break through the efficacy ceiling where monotherapies have fallen short. As a founding investor, we are proud to lead this financing and back this exceptional team as they advance a program we believe can redefine what’s possible for patients living with I&I disorders.”
Dan Becker, MD, PhD, Board Chair of Talawar Therapeutics and Managing Director of Access Biotechnology
