Cyclacel to acquire fitters Sdn. Bhd.

MALAYSIA – Cyclacel Pharmaceuticals, Inc. (NASDAQ: CYCC, CYCCP), a clinical-stage biopharmaceutical company, has entered into a definitive agreement to acquire fitters Sdn. Bhd., a wholly owned subsidiary of Malaysia’s FITTERS Diversified Berhad (9318.KL).

This agreement marks a significant milestone in Cyclacel’s broader strategy to diversify and expand its global operations.

According to the terms of the deal, Cyclacel will issue new common stock amounting to 19.99% of its outstanding shares at the time of closing, in exchange for all issued shares of fitters Sdn. Bhd.

Once the transaction is complete, fitters Sdn. Bhd. will become a wholly owned subsidiary of Cyclacel, while existing Cyclacel shareholders are expected to retain approximately 80% ownership of the combined entity.

Headquartered in Kuala Lumpur, fitters Sdn. Bhd. is a private company specializing in fire safety solutions.

It distributes, trades, and installs fire prevention systems and protective gear, including fire-retardant uniforms and Scotchlite reflective materials.

The company serves various sectors, including healthcare, industrial, commercial, and residential – where it is recognized for delivering certified and regulation-compliant safety products.

Meanwhile, Cyclacel focuses on developing cancer therapies driven by insights in cell cycle biology, epigenetics, and mitosis.

Its lead drug candidate, plogosertib, a PLK1 inhibitor, is currently undergoing clinical trials for both solid tumors and hematologic malignancies.

The company aims to build a comprehensive pipeline targeting a wide range of oncology and hematology indications.

The boards of Cyclacel, FITTERS, and fitters Sdn. Bhd. have unanimously approved the transaction, which is still subject to customary closing conditions, including shareholder approval.

If all conditions are met, the deal is expected to close on or before August 31, 2025.

Upon completion, Cyclacel plans to rebrand itself as Bio Green Med Solution, Inc. and will continue trading its shares on the Nasdaq Capital Market under a new ticker symbol.

Advisors and strategic commentary

ARC Group Limited is acting as the exclusive financial advisor to Cyclacel. Legal counsel is being provided by Rimon, P.C. (Washington, D.C.) for Cyclacel, and Ong, Ric & Partners (Kuala Lumpur) for FITTERS and fitters Sdn. Bhd.

Andrew Bell, Director at ARC Group, commented on the deal, stating, “This agreement represents a strategic move for Cyclacel as it seeks new growth paths.

“We are pleased to support the company in this critical phase and believe the partnership will enhance its global reach and long-term value.”