Biogenysis, Inc. & Virogentics, Inc. executed a non-binding term sheet to acquire Sagaliam Acquisition Corp. from Lighthouse Investment Partners, LLC, Enzolytics, Inc., Sagaliam Sponsor LLC, GLD Sponsor Member, LLC, AHG Equities LLC and others for $450 million in a reverse merger transaction.

Biogenysis, Inc. & Virogentics, Inc. executed a non-binding term sheet to acquire Sagaliam Acquisition Corp. (NasdaqGM:SAGA) from Lighthouse Investment Partners, LLC, Enzolytics, Inc. (OTCPK:ENZC), Sagaliam Sponsor LLC, GLD Sponsor Member, LLC, AHG Equities LLC and others for $450 million in a reverse merger transaction on April 17, 2023. The value of the transaction is $250 million.

Under the terms of the agreement, Biogenysis and Virogentics will become wholly owned subsidiaries of Sagaliam and will adopt SAGA Scientific Holdings Corp. as the corporate name. The definitive agreement is being finalized with an expected closing date of May 19, 2023.

As on June 30, 2023, the Non-Binding Term Sheet was amended and the combined purchase price was changed to $450,000,000. It is anticipated that ENZC will dividend to the existing ENZC shareholders the Saga shares received as the purchase price of the subsidiaries. On September 15, 2023, Biogenysis, Inc. & Virogentics, Inc. executed a binding business combination agreement to acquire Sagaliam Acquisition Corp.

in a reverse merger transaction. The combined company is expected to trade on NASDAQ. Sagaliam will issue 45 million shares of newly issued shares of its common stock.

The transaction is subject due diligence. On March 6, 2024, Sagaliam Acquisition securities will be suspended from trading on Nasdaq Stock Market LLC at the open of business on March 8, 202 due to violation of listing rule.