Filed by Renovacor, Inc.
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: Renovacor, Inc.
Commission File No.: 001-39271
Date: September 23, 2022
Employee Frequently Asked Questions Document September 23, 2022
On September 20, 2022, we announced the signing of a definitive agreement under which Rocket Pharmaceuticals, Inc. (Rocket)
will acquire Renovacor in an all-stock transaction. The boards of directors of both companies have approved the transaction.
What are the terms of the transaction?
Under the terms of the agreement, Renovacor shareholders will receive approximately 0.1676 shares of Rocket in exchange for each of their
shares of Renovacor (subject to adjustment as described below) and are expected to own approximately 4.6% percent of Rocket equity on a fully diluted basis immediately following the closing of the transaction.
The exchange ratio implies an equity deal value of approximately $53 million based on fully diluted shares outstanding via treasury stock
method and the acceleration and vesting of all earnout shares, or $2.60 per share of Renovacor, based on the volume weighted average trading price of Rocket shares of $15.51 for the 30 trading days through and including Monday, September 19,
2022. The exchange ratio is subject to adjustment based on Renovacor net cash at closing.
Why did we decide to proceed with the transaction?
Our Board of Directors determined that the transaction was the best path forward for Renovacor to bring value to our shareholders, employees,
and the patients we hope to serve. We look forward to combining the considerable resources and expertise of Renovacor and Rocket to create a category leader in the precision cardiology field.
What do we know about Rocket? How does the Rocket company culture compare with ours?
Rocket is a leading late-stage, clinical biotechnology company advancing an integrated and sustainable pipeline of
genetic therapies for rare childhood disorders with high unmet need. They specialize in monogenic diseases and are developing both in vivo AAV therapies and ex vivo lentivirus therapies. They have an AAV9-based cardiac gene therapy in
development for Danon disease for which they are expecting to report the pediatric cohort data on September 30, 2022 at the HFSA meeting. They hope to initiate a Phase 2 pivotal trial for this program in the fourth quarter of 2022.
As of June 30, 2022, Rocket had $321.4 million in cash and cash equivalents. The transaction is expected to extend their cash runway
to the second quarter of 2024, with an opportunity for further extension if Priority Review Vouchers (PRVs) are awarded for their lentivirus programs in 2024.
We have been engaging with Rocket in non-competitive collaborations for some time and feel there is
great chemistry between our companies with similar entrepreneurial and patient-focused cultures.