PrimeGen US and DT Cloud Star Announce Strategic Merger to Enhance Stem Cell Research Efforts

Strategic Merger in Cutting-Edge Biotechnology

In a major development within the biotechnology sector, PrimeGen US, Inc. has officially announced a strategic merger with DT Cloud Star Acquisition Corporation. The business combination, dated February 2, 2026, carries an impressive implied equity value of approximately $1.5 billion. This merger is designed to leverage public market access to enhance PrimeGen's ongoing stem cell research and product development initiatives.

PrimeGen US, recognized for its pioneering work in innovative stem cell and exosome therapies, is hoping this partnership with the publicly traded DT Cloud Star (listed on Nasdaq under the ticker DTSQ) will bolster its capital resources. The funds are intended for pushing forward clinical development, navigating regulatory challenges, and potentially bringing leading programs to market.

Details of the Proposed Business Combination

As the agreement stands, the completion of the transaction is subject to several conditions, including the approval from stockholders of both companies and obtaining regulatory approvals required under the Hart-Scott-Rodino Antitrust Improvements Act. The parties involved have set a tentative timeline for the merger's closing in the latter half of 2026, though the exact timing remains uncertain.

Daniel Chiu, Co-CEO and Chairman of PrimeGen US, expressed enthusiasm about the merger, emphasizing its potential to significantly enhance access to financial resources, thereby propelling their innovative stem cell therapies to new heights. This sentiment was echoed by Wai Szeto, Co-CEO of PrimeGen, who highlighted their foundational approach based on nearly two decades of stem cell technology research.

PrimeGen’s Innovative Approach to Regenerative Medicine

PrimeGen US has carved a niche in regenerative medicine with its specialized focus on Triple Activated Mesenchymal Stem Cells (MSCs). These are innovative cell-based treatments aimed at addressing critical conditions like acute liver injury. Recently, the company achieved notable success by completing a Pre-Investigational New Drug (Pre-IND) meeting with the U.S. Food and Drug Administration for its program targeting Acute Alcoholic Hepatitis—a significant milestone that lays the groundwork for future clinical trials.

The prospect of clinical trials, dependent on regulatory approvals, is generating considerable excitement within the scientific community, as PrimeGen continues to advance the development of their MSC platform. Both Chiu and Szeto possess a shared vision of overcoming challenges in the sector, thereby improving treatment options for diseases characterized by critical unmet needs.

DT Cloud Star's Involvement and Vision

DT Cloud Star, functioning as a Special Purpose Acquisition Company (SPAC), aims to harness its resources to partner with innovative firms like PrimeGen. Sam Zheng Sun, Chairman and CEO of DT Cloud Star, reiterated their commitment to this collaboration, asserting confidence in PrimeGen’s leadership team to deliver impactful solutions in regenerative medicine. They view this merger not only as a business opportunity but also as a chance to significantly advance patient care through targeted therapeutic developments in the field.

Advisory Support and Regulatory Compliance

The business combination is backed by notable advisory firms. A.G.P./Alliance Global Partners serves as the financial advisor for PrimeGen US, with legal advisory provided by Sichenzia Ross Ference Carmel LLP. For DT Cloud Star, the legal counsel role is held by Loeb & Loeb LLP. Furthermore, PrimeGen has engaged specialized counsel Steven C. Schinko from Schinko Law, which is known for offering strategic guidance to emerging growth companies.

Looking Ahead: The Pathway to Market

As details unfold regarding the merger, both parties emphasize their obligation to ensure that their shareholders are informed and involved in the process. A registration statement, along with proxy materials, will soon be filed with the SEC, outlining the specifics of the merger and necessary shareholder approvals. Stakeholders are encouraged to stay updated on these details to understand how the proposed business combination may reshape the landscape of regenerative medicine.

This merger signals a transformative moment for PrimeGen US as it seeks to harness new market opportunities while propelling advancements in innovative therapies. With the biotechnology sector witnessing rapid growth and increasing investor interest, this partnership represents a pivotal move destined for success.