Korsana Biosciences, Inc. has completed a previously announced business combination with Cyclerion Therapeutics, Inc., as reported in a Form 8-K filed on September 8, 2026. The merger was executed pursuant to an Agreement and Plan of Merger and Reorganization dated April 1, 2026, which was amended on April 17, 2026.
Immediately prior to the closing, Cyclerion effected a 1-for-7 reverse stock split. Following the reverse split, each outstanding share of Korsana common stock was converted into the right to receive approximately 0.2074 shares of common stock of the combined company. The combined entity will operate under the name Korsana Biosciences, Inc., and its shares are expected to begin trading on the Nasdaq Capital Market on September 9, 2026, under the ticker symbol "KRSA." The new CUSIP number for the combined company is 23255M303.
Under the terms of the transaction, Korsana securityholders, including shares of common stock and pre-funded warrants purchased in a private placement, own approximately 98.83% of the capital stock of the Company post-merger on a fully diluted basis. Cyclerion securityholders own approximately 1.17% of the capital stock. The merger is intended to qualify for federal income tax purposes as a tax-free reorganization under Section 368(a) of the Internal Revenue Code.
Concurrently with the merger, Korsana completed a private financing of $380 million in gross proceeds from a syndicate of investors led by Fairmount and Venrock Healthcare Capital Partners. This financing, together with existing cash, is expected to support the Company’s operations into 2029. The Company’s lead program, KRSA-028, is an investigational next-generation shuttled antibody targeting amyloid beta for Alzheimer’s disease. The Company anticipates Phase 1 healthy volunteer data for KRSA-028 in mid-2027 and interim proof-of-concept data in Alzheimer’s patients by the end of 2027 or the first quarter of 2028.