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Omega Therapeutics, Inc., a biotech firm specializing in biological products, has entered into an asset purchase agreement with Pioneering Medicines 08-B, Inc., an affiliate of Flagship Pioneering. The agreement, announced today, is part of the company’s ongoing Chapter 11 bankruptcy proceedings, which commenced on February 10, 2025. According to InvestingPro data, the company carries a substantial debt burden of $128.13 million and has seen its market capitalization shrink to just $8.03 million amid mounting financial challenges.
Under the terms of the so-called Stalking Horse Agreement, Omega has agreed to sell substantially all of its assets for a credit bid of no less than $11,461,086.00, plus the assumption of certain liabilities. This move is subject to higher bids, approval by the bankruptcy court, and other conditions. The company, which remains in control of its assets as a debtor in possession, is working with investment banker Triple P Securities, LLC to potentially market the sale. The urgency of this sale is underscored by the company’s rapid cash burn rate and deteriorating financial health, with InvestingPro analysis showing a concerning negative EBITDA of -$72.41 million in the last twelve months.
A hearing related to the motion for the sale is scheduled for March 12, 2025, with a bid deadline set for April 1, 2025. If necessary, an auction will be held on April 3, followed by a Sale Hearing on April 10.
In a separate but related matter, Omega received notice from The Nasdaq Stock Market LLC on February 18, 2025, that its common stock would be delisted. The decision is based on the company’s bankruptcy filing and concerns regarding its ability to maintain compliance with Nasdaq’s listing requirements. Omega does not plan to appeal the delisting, which is effective as of the opening of business on February 25, 2025.
This news comes as a significant development for Omega Therapeutics, which is incorporated in Delaware and has its principal executive offices in Cambridge, Massachusetts. The information provided is based on a press release statement.
In other recent news, Omega Therapeutics, Inc. has secured $9.8 million in debtor-in-possession financing as part of its voluntary Chapter 11 bankruptcy proceedings. The company received court approval to access the funds, which are intended to support its operations during this period. Additionally, Omega Therapeutics entered a Restructuring Support Agreement with Pioneering Medicines 08-B, Inc., outlining a potential asset sale and new financing. The company also faced a notice of default from Banc of California (NYSE:BANC), which claimed material adverse changes and demanded immediate repayment of outstanding obligations. Omega disputes these claims, asserting compliance with the loan agreement. Furthermore, Omega Therapeutics announced several board changes, including the resignation of board members Ravi Mehrotra and Robert L. Rosiello, and the appointment of Jeffrey T. Varsalone as a new director. In another board development, Christian S. Schade resigned as Chair and member of the Board of Directors, with no successor named yet. These developments reflect ongoing efforts by Omega Therapeutics to navigate financial and governance challenges.
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