PrimeGen US, Inc. ("PrimeGen US" or the "Company"), a pioneering biotech company advancing innovative stem cell and exosome therapies, today announced it has entered into a definitive business combination agreement dated as of February 2, 2026 (the "Business Combination Agreement") with DT Cloud Star Acquisition Corporation ("DT Cloud Star"), a publicly traded special purpose acquisition company (Nasdaq: DTSQ). The transaction implies an equity value for PrimeGen US of approximately $1.5 billion and is expected to provide access to the public markets capital, which the combined company intends to use to advance clinical development, regulatory activities, and if approved, potential commercialization of its lead programs.

Upon closing, which is subject to approval by the stockholders of both PrimeGen US and DT Cloud Star, receipt of required regulatory approvals (including compliance with the Hart-Scott-Rodino Antitrust Improvements Act, if applicable), satisfaction of minimum cash conditions (including any applicable minimum cash condition and redemption thresholds), and other customary closing conditions set forth in the Business Combination Agreement, the combined company is expected to operate as PrimeGen US (or a successor entity) and is anticipated to list on the Nasdaq, subject to Nasdaq approval, under a new ticker symbol. The transaction is currently expected to close in the second half of 2026, although there can be no assurance regarding the timing or completion of the transaction.

 

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