Press Release July 30, 2020

Cerevel Therapeutics and Arya Sciences Acquisition Corp II Announce Business Combination, Creating a Publicly Listed Leader in Neuroscience Drug Development

The Life Sciences and Special Purpose Acquisition Companies (SPACs) teams advised Cerevel Therapeutics, Inc. on its definitive business combination agreement with Arya Sciences Acquisition Corp II (Nasdaq: ARYBU) (“Arya II”), a SPAC sponsored by Perceptive Advisors.
 
Cerevel Therapeutics is dedicated to unraveling the mysteries of the brain to treat neuroscience diseases. The company seeks to unlock the science surrounding new treatment opportunities through understanding the neurocircuitry of neuroscience diseases and associated symptoms. Cerevel Therapeutics has a diversified pipeline comprising five clinical-stage investigational therapies and several preclinical compounds with the potential to treat a range of neuroscience diseases, including schizophrenia, epilepsy, Parkinson’s disease, and substance use disorder.
 
Upon closing of the transaction, Arya II will redomicile as a Delaware corporation, be renamed Cerevel Therapeutics Holdings, Inc. and its common stock is expected to be listed on Nasdaq under the ticker symbol “CERE” (the “Combined Company”).
 
In addition to the approximately $150 million held in Arya II’s trust account (assuming no redemptions are effected), a group of premier healthcare investors has committed to participate in the transaction through a common stock private investment in public equity (“PIPE”) of approximately $320 million at $10 per share. Investors in the PIPE include lead investor Perceptive Advisors, an affiliate of Arya II’s sponsor, as well as Adage Capital Management, Ally Bridge Group, Boxer Capital, EcoR1 Capital, Federated Hermes Kaufmann Small Cap Fund, Fidelity Management & Research Company, LLC, Invus Public Equities, L.P., Novalis LifeSciences, RA Capital Management, funds managed by Rock Springs Capital, Sphera Healthcare, Surveyor Capital (a Citadel company), funds and accounts managed by T. Rowe Price Associates, Inc., and existing Cerevel Therapeutics shareholders including Bain Capital and Pfizer Inc.
 
The Combined Company is expected to receive a combined $445 million of net proceeds from the PIPE and cash held in Arya II’s trust account at the closing of the transaction (assuming no redemptions are effected).
 
The Goodwin life sciences team was led by Stuart Cable, Art McGivern, James Xu, and John Mei. The Goodwin SPAC team was led by Jocelyn Arel and Dan Espinoza.
 
For more details, read the press release.