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VYNE Therapeutics and Yarrow Bioscience Announce Merger Agreement

1. VYNE and Yarrow to merge, focusing on YB-101 for thyroid disorders. 2. The merger is backed by $200 million in financing, ensuring operational funds until 2028. 3. VYNE to issue a cash dividend of approximately $14.5 to $16.5 million pre-merger. 4. YB-101 is a first-in-class antibody targeting TSH receptor for Graves' disease. 5. The combined entity will operate as Yarrow Bioscience, trading under 'YARW'.

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FAQ

Why Bullish?

The merger and cash dividend create immediate value for VYNE shareholders, reminiscent of successful biotech mergers like Gilead’s acquisition of Kite Pharma in 2017.

How important is it?

The merger represents a strategic pivot for VYNE, enhancing its portfolio and market prospects.

Why Long Term?

The long-term value will depend on YB-101's clinical trial success, similar to other innovative therapies that took years to realize their market impact.

Related Companies

VYNE Therapeutics and Yarrow Bioscience Enter Merger Agreement

On December 17, 2025, VYNE Therapeutics Inc. (Nasdaq: VYNE) announced a definitive merger agreement with Yarrow Bioscience, Inc.. This strategic move will result in an all-stock transaction aimed at creating a combined entity that will operate under the name Yarrow Bioscience, Inc. and trade on Nasdaq under the ticker symbol YARW. The merger positions the new organization to advance Yarrow's innovative program, YB-101, a potential first-in-class treatment for autoimmune thyroid diseases.

Details of the Merger

Upon completion of the merger, the unified company will focus on advancing YB-101 (also known as GS-098), an anti-thyroid-stimulating hormone receptor (TSHR) antibody. This antibody is being developed to treat Graves' disease (GD) and thyroid eye disease (TED). In a significant milestone, Yarrow aims to initiate a U.S.-based Phase 1b/2b trial for YB-101 in patients with GD by the first half of 2026. Concurrently, a Phase 1 trial in TED is already underway in China, led by partner Changchun GeneScience Pharmaceutical Co., Ltd.

  • Funding: The merger is supported by pre-closing private financings totaling approximately $200 million, which is expected to sustain operations into 2028.
  • Dividend: Prior to the merger closure, VYNE plans to declare a cash dividend of approximately $14.5 million to $16.5 million for its current stockholders.
  • Data Timeline: The results of the Phase 1b trial are anticipated in the second half of 2027.

Leadership and Strategic Implications

Rebecca Frey, Pharm.D., President and CEO of Yarrow, expressed enthusiasm regarding the merger, emphasizing its potential to meet an essential need for patients with autoimmune thyroid disorders. She remarked, “Autoimmune thyroid disorders represent areas of significant unmet need, and we believe YB-101 has the potential to deliver meaningful clinical benefits.”

Commenting on the merger, David Domzalski, President and CEO of VYNE, noted that this move offers shareholders both immediate dividends and long-term growth opportunities through the advancement of Yarrow's therapies.

Insight into YB-101

YB-101 is a groundbreaking humanized monoclonal antibody designed to target the TSHR. It effectively blocks autoantibodies that contribute to the progression of GD and TED, inhibiting the biological activities that lead to hyperthyroidism and orbitopathy. This innovative mechanism distinguishes YB-101 from existing treatments, offering a focused solution for patients who experience inadequate control on current therapies.

Future Outlook and Conference Call

The merger has received unanimous board approval from both VYNE and Yarrow, with a targeted closing in the second quarter of 2026. This process is contingent upon shareholder approval and the registration of securities with the U.S. Securities and Exchange Commission (SEC).

To discuss the merger and its implications further, both companies will host a conference call on December 17, 2025, at 8:30 AM EDT. Interested stakeholders can register for the webcast or access a replay at the VYNE Therapeutics website.

About the Companies

Yarrow Bioscience is focused on delivering transformative therapies for autoimmune thyroid diseases. Backed by leading investors, including RTW Investments, Yarrow aims to redefine treatment options in this critical health space.

VYNE Therapeutics specializes in developing innovative therapies targeting inflammatory and immune-mediated conditions. Its proprietary InhiBET™ platform highlights VYNE's commitment to addressing high unmet medical needs with cutting-edge solutions.

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