Fulcrum Therapeutics (Nasdaq: FULC) and Slate Medicines have entered into a definitive merger agreement in an all-stock transaction, according to a press release. The combined company will operate under the Slate Medicines name and is expected to trade on Nasdaq under the ticker symbol "SLTE."

Under the terms of the agreement, pre-merger Fulcrum stockholders are expected to own 5.0% of the combined company, while pre-merger Slate stockholders, including participants in a concurrent private placement, are expected to own 95.0%. Fulcrum is expected to contribute approximately $20.3 million in net cash to the combined entity and pay a cash dividend of an estimated $270.0 million to pre-merger Fulcrum stockholders immediately prior to closing.

Slate has secured $245 million in a private placement led by Frazier Life Sciences, with participation from Forbion, RA Capital Management, Deep Track Capital, Foresite Capital, OrbiMed, RTW Investments, and Mingxin Capital. The combined company's cash is expected to fund operations into 2029.

The merger will focus on advancing Slate's lead product candidate, SLTE-1009, a subcutaneous anti-PACAP/VIP monoclonal antibody in clinical stage development for migraine prevention. The program has received clearance to begin Phase 1 clinical trials in Australia, with initial pharmacokinetic and safety data anticipated in mid-2027. Slate is also developing SLTE-2100, a bispecific antibody targeting PACAP/VIP and CGRP, expected to enter clinical trials in the second half of 2027.

The transaction has received unanimous approval from the boards of both companies and is expected to close in the fourth quarter of 2026, subject to stockholder approval, SEC registration effectiveness, and antitrust clearance.

Gregory Oakes, currently Chief Executive Officer of Slate Medicines, will lead the combined company. Wedbush Securities is serving as financial advisor to Slate, while Leerink Partners is advising Fulcrum.