Latham & Watkins Advises Pelthos Therapeutics in Combination With Castle Creek Biosciences

Pelthos Therapeutics Inc. (NYSE American: PTHS), a commercial-stage biopharmaceutical company, and Castle Creek Biosciences, Inc., a late-stage company developing redosable gene therapies, announced that they have entered into a definitive agreement under which Castle Creek Biosciences will merge with Pelthos Therapeutics. The combination will bring together Pelthos’ FDA-approved product portfolio and commercial capabilities in dermatology with Castle Creek’s fibroblast-based cell and gene therapy platform. Upon closing, the combined company will operate as Pelthos Therapeutics Inc. and continue to trade on the NYSE American under the ticker PTHS. Under the terms of the agreement, Castle Creek stockholders will receive 5.2 million shares of Pelthos common stock, representing approximately 32.5% of Pelthos’ fully diluted shares, and may receive additional shares and up to US$300 million in milestone payments based on specified development and sales criteria.

Latham & Watkins LLP represents Pelthos Therapeutics in the transaction with corporate deal team led by New York partner Leah Sauter, with associates Kyle Adams, Christopher Lim,* and Joey Yu, and with assistance from Léa Nicolas. Advice was also provided on capital markets matters by Boston partners Elisabeth Martin, Wesley Holmes, and Peter Handrinos, with associates Andrew Rutsky and Rich Reynolds, and with assistance from James Macdonald; on tax matters by Chicago partner Michael Zucker, with associate Jay Khurana; on executive compensation and benefits matters by counsel Laura Szarmach, with associate Bryce Groce; on intellectual property matters by San Diego partner Steve Chinowsky, with associates Arun Mohan and William Jackson; and on healthcare regulatory matters by Washington, D.C. partner Elizabeth Richards and Bay Area partner Betty Pang, with associate Evan Rothkoff.