With Reverse Merger, Miragen to go Public, Get M Boost From Investors

Nasdaq Tower Nasdaq (Used with Permission Copyright 2014 NASDAQ OMX Group)

For privately held biotechs, IPOs are the most common road to the public markets, but they’re not the only way. Reverse merging with a shell company is an alternate path, and that’s how Miragen Therapeutics is headed to the Nasdaq.

Boulder, CO-based Miragen, a developer of drugs that utilize microRNA—small molecular regulators of gene expression—has merged with a diagnostics company called Signal Genetics (NASDAQ: SGNL) in a bid to go public. The combined company will be roughly 96 percent owned by Miragen stockholders, keep the Miragen name, be based in Boulder, and trade on the Nasdaq under the ticker symbol “MGEN.” Signal shareholders will own the remaining 4 percent of the combined company.

Carlsbad, CA-based Signal, whose shares closed at just $ 0.36 apiece on Monday, aims to sell off its main asset, a multiple myeloma diagnostic called MyPRS. The combined company will thus develop Miragen’s microRNA drugs for blood cancers, fibrosis, and other diseases. Miragen’s two most advanced experimental drugs, known as MRG-106 (for a form of lymphoma) and MRG-201 (fibrosis), are in Phase 1 clinical testing.

Both boards have approved the deal, which has to be sanctioned by a majority of Signal shareholders before it closes (owners of about 26 percent of Signal’s stock have already supported the merger). The new company will be run by Miragen’s current management team, led by president and CEO William Marshall, while Signal’s team, led by Samuel Riccitelli, will step down.

In a separate but concurrent transaction, a group of both new and existing Miragen shareholders—Fidelity Management and Research Company, Brace Pharma Capital, Atlas Venture, Boulder Ventures, JAFCO, MP Healthcare Venture Management, MRL Ventures (a venture fund of Merck), Remeditex Ventures, and others—will pump $ 40 million into the company. That’ll leave the combined company with over $ 50 million in cash at the deal’s closing.

Signal and Miragen will host a conference call this morning to discuss the merger.

The perception of reverse mergers is that they’re a way to back onto Wall Street without getting the extra scrutiny from regulators and investors that comes with registering securities in a traditional IPO filing. But they’re also much quicker and less costly to execute than IPOs, and are an alternative to traditional public offerings during a year in which the IPO market has been much more discerning of biotechs than in the recent past. A few examples of reverse mergers over the past few years include Tobira Therapeutics (NASDAQ: TBRA) (recently acquired by Allergan), Pulmatrix (NASDAQ: PULM), Retrophin (NASDAQ: RTRX), and Halozyme Therapeutics (NASDAQ: HALO).

Miragen was formed in 2007 and raised an $ 8 million Series A round from Atlas and Boulder a year later. The company inked a partnership with French firm Servier on a heart failure microRNA drug and a few other cardiovascular programs in 2011. In a statement, Marshall said the reverse merger and investment proceeds will help bring the company’s drugs into late-stage clinical testing.

Here’s more on the company’s founding, its strategy, and MRG-106 and MRG-201.

Reprints | Share:   Retweet  Facebook  LinkedIn  Google Plus  E-mail




Entrepreneurship Blogs

We Need More Entrepreneurs In Congress

As we come to the end of a particularly noisy and contentious election cycle, a thought echoes over and over in my mind – we need more entrepreneurs in Congress. As I continue to believe that innovation and entrepreneurship are the key drivers to our economic future, it’s frustrating to hear such little cogent discussion around it.

I recently got a call from a long time friend, Martin Babinec. Martin is running for Congress in Upstate New York (District 22) as an Independent. We met in 1991 when Martin had just started his company (TriNet – now a public company) and Feld Technologies (my first company) was a dozen people. We’ve been friends ever since and when he told me he was running for Congress, I smiled, gave him feedback, and listened to his reasoning.

He recently did a debate with his two other candidates at Colgate University. It was sent to me yesterday and I watched it last night in the background as I was grinding through email. It was incredibly refreshing after watching each of the presidential debates. Martin did a great job and reminded me why I think more people like Martin should be in Congress.

When I think of his background compared to the other candidates, and how he ended up running for Congress, it’s a powerful narrative. He moved his family back to his home town of Little Falls NY in 1999 to be closer to his parents (and his kids grandparents) and then commuted to Silicon Valley for 11 years while running TriNet. He saw first hand how the lack of new, innovative companies caused some of the best talent in Upstate New York to leave – and decided to do something about it.

In 2010 Martin started a non-profit called Upstate Venture Connect with a mission is to connect first time entrepreneurs in new industries with the resources who can help them across the entire Upstate NY region. He helped launch six seed capital funds, three college accelerator programs, the StartFast Venture Accelerator. He engaged deeply in his startup community and was one of the leaders.

When he called me about running for Congress, my first question to him was “why are you doing this?” He was clear – he’s frustrated with hearing politicians talk about creating jobs and then repeating the failed corporate welfare strategies of the past as they hope for a different result. His goal was to shift the discussion and resources towards fostering an environment that supports local innovative companies and a thriving startup community over attracting businesses to the region. Ultimately, he thinks – as do I – that this is the best long term approach to creating vibrant economies.

Rather than play into the existing political infrastructure in New York, Martin did what any great entrepreneur does and started a new political party. He’s running as an independent, having created the Upstate Jobs Party.

I hope Martin gets elected – I know he’d be a strong, thoughtful, capable, and disciplined member of Congress. He’s an incredibly hard worker, which I respect immensely. And he’s a critical thinker, capable of listening and learning about things he’s being exposed to for the first time.

District 22 covers a big area in the middle of Upstate New York (roughly Utica to just east of Syracuse and south to Binghamton.) If you are in this region, I strongly encourage you to support Martin Babinec for Congress!

The post We Need More Entrepreneurs In Congress appeared first on Feld Thoughts.

Entrepreneurship Blogs


11 Programs For Entrepreneurs And Small Business Owners

A few Entrepreneurs products I can recommend:

11 Programs For Entrepreneurs And Small Business Owners
11 Programs For Entrepreneurs And Small Business Owners
The Small Business Owner And Entrepreneur Niche Is Massive, With Over 28 Million Small Businesses And 22 Million Self Employed In The US Alone. Prospects Are Hungry For These 11 Ebooks And Audio Programs That Will Help Them Sell And Market Their Business.
11 Programs For Entrepreneurs And Small Business Owners

26-week Digital Marketing Plan Inner Circle
26-week Digital Marketing Plan Inner Circle
Turn Your Stagnant Business Into A High Growth Business Following Our Comprehensive, Step-by-step Digital Marketing Plan – Ideal For Entrepreneurs, Marketing Managers, Business Owners, Seo’s And Online Marketing Professionals.
26-week Digital Marketing Plan Inner Circle

7 Habits of Highly Successful Entrepreneurs

What sets highly successful entrepreneurs apart from ordinary and wannabe entrepreneurs?

Highly successful entrepreneurs become that way by cultivating some qualities or habits that guarantee them the realization of their desires. Entrepreneurial network, EFactor, has carried out a series of studies of some of the most highly successful entrepreneurs. These observations have established that there are some distinct habits practiced by practically every successful entrepreneur. Following are 7 habits of highly successful entrepreneurs:

1. The Habit of Dreaming
Successful entrepreneurs are prolific dreamers. They are always considering new and more efficient ways of doing things. This leads to the creation of solutions to problems facing humanity. This can explain why successful entrepreneurs can achieve phenomenal success in many different areas and are likely to build successful ventures one after the other.

2. The Habit of Discipline
Successful entrepreneurs will have developed a disciplined way of life. They are likely to do some repetitive things in about the same way at the same time of the day. They sleep and wake up at particular times, carry out their business planning activities for specific times, work on a specific number of business ideas at any one time and demand a certain level of discipline in their subordinates.

3. The Habit of Passion
Once they settle for an idea, successful entrepreneurs develop a fire or passion for the idea. Without passion – sometimes extreme passion – success can be a constant mirage. You see the possibilities somewhere in the distance, but you don’t make any headway. Passion means that you have an unexplainable conviction that you have to accomplish what you have set to achieve. It is the fuel that keeps you moving even when everything suggests that you have lost. Passionate people have faith in themselves and their ability to achieve the one thing they set their minds to achieve. The combination of passion and faith keeps an entrepreneur on the course that he must follow to get to his destination.

4. The Habit of Learning
Successful entrepreneurs are constantly on the lookout for new knowledge. They know that change is constant and they are at the forefront to find out what is changing or what needs to be changed. By being open to new knowledge, successful entrepreneurs are able to stay ahead in business by offering new solutions to old problems or new solutions to problems which they can foresee.

5. The Habit of Courage
Courage is a habit that successful entrepreneurs develop to help them move from an amorphous idea to a tangible achievement. Courage leads successful entrepreneurs to continuously do everything necessary to prop up their ideas and find support for them for as long as is necessary to realize success.

6. The Habit of Delegation
Highly successful entrepreneurs know that they do not have all the knowledge that they need to succeed. They also know that they do not have all the resources they need to achieve success. Because of this knowledge of their limitations, successful entrepreneurs are willing to get other people who are better than them in specific ways to complement them and help them realize the success that they seek. This ability can be looked at as a form of delegation. Successful entrepreneurs become so by delegating as much as can be done better by others so that the end result is better than it would be if they insisted on doing everything. The business world today is full of experts and there is always someone who can carry out any task better than you. Look for and partner with resource persons and organizations such as EFactor so that you can put your time into doing what only you know how to do – leading your business to success.

7. The Habit of Persistence
Successful entrepreneurs have the habit of persistence in doing the things that they do. They know what they have to do in order for success to happen and they will keep doing these things until success makes its clear appearance. Persistence means that successful entrepreneurs will mind the other six habits above continuously until what they seek to achieve happens.

While every human being is potentially an entrepreneur, only a small portion of the population achieves the status of highly successful entrepreneurs. EFactor is a great source of information and other resources for entrepreneurs. It offers a forum where entrepreneurs can interact with successful entrepreneurs, mentors, financiers and trainers. Members also have access to cutting edge resources necessary in the development of ideas into successful businesses.

Find More Entrepreneurs Articles

50 Entrepreneurs share priceless advice

Visit us at for more entrepreneur resources!

1) Jeff Bezos – Amazon – 0:00
2) Steve Jobs – Apple – 0:12
3) Pierre Omidyar – eBay – 0:33
4) Michael Dell – Dell – 0:59
5) Sergey Brin – Google 1:16
6) Biz Stone – Twitter 1:35
7) Gary Vaynerchuk – Wine Library 1:50
8) Daniel Ek – Spotify – 1:58
9) Kevin Rose – Digg, Tiiny – 2:29
10) James Altucher – ‘Choose Yourself’ – 2:55
11) Robert Greene – ‘Mastery’ – 3:21
12) Guy Kawasaki – Apple – 3:35
13) Steve Wozniak – Apple – 4:06
14) Mark Cuban – Broadcast – 4:26
15) Sam Altman – Loopt – 5:01
16) Tony Fadell – Nest – 5:12
17) Danae Ringelmann -Indiegogo – 5:26
18) Simon Sinek – ‘Start With Why’ – 5:46
19) Seth Godin – Marketing guru – 6:25
20) Evan Williams – Blogger, Twitter, Medium – 6:52
21) Reid Hoffman – LinkedIn – 7:13
22) Jack Dorsey – Twitter, Square – 7:45
23) Kevin Systrom – Instagram – 8:08
24) Drew Houston – DropBox – 8:34
25) Brian Chesky – Airbnb – 8:53
26) Peter Thiel – PayPal – 9:04
27) Elon Musk – Tesla, SpaceX – 9:14
28) Alan Schaaf – Imgur – 9:36
29) Chris Sacca – Baller Investor – 9:56
30) Paul Graham – Y Combinator – 10:18
31) Dennis Crowley – foursquare – 10:40
32) Eric Ries – The Lean Startup – 11:11
33) Leah Busque – TaskRabbit – 11:25
34) Anthony Casalena – Squarespace – 11:44
35) Alexis Ohanian – Reddit, Hipmunk – 12:03
36) Jason Fried, Basecamp – 12:21
37) Palmer Luckey – Oculus Rift – 12:42
38) Kamal Ravikant – AngelList – 12:52
39) Ben Silbermann – Pinterest – 13:19
40) Tony Hsieh – Zappos – 13:43
41) Andrew Mason – Groupon – 14:14
42) Richard Branson – Virgin – 14:39
43) Andrew Ljung – Soundcloud – 15:08
44) Justin Kan – – 15:30
45) Jessica Livingston – Y Combinator – 15:59
46) Mark Zuckerberg – Facebook – 16:14
47) Marc Andreessen – Andreessen Horowitz – 16:15
48) Dustin Moskovitz – Facebook – 17:22
49) Tim Ferriss – 4 Hour Work Week – 17:47
50) Emmett Shear – Twitch – 18:24
Video Rating: / 5

What makes an entrepreneur really tick? Here are some answers. Read more at:

Related: 15 Signs You’re an Entrepreneur

Watch more videos at:

Follow Us On Twitter:

Like Us On Facebook:

Follow Us On LinkedIn:

Add Us To Your Circle on Google Plus:

Subscribe To Our YouTube Channel: