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Reviva Pharmaceuticals, Inc. and Tenzing Acquisition Corp. Complete their Business Combination and Trade as Reviva Pharmaceuticals Holdings, Inc.

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Reviva Pharmaceuticals Holdings, Inc. has successfully completed its merger with Tenzing Acquisition Corp., transitioning to the ticker symbols RVPH for common stock and RVPHW for warrants effective December 15, 2020. This combination enables Reviva to access public markets and drive clinical development of its lead drug, Brilaroxazine (RP5063), which is positioned to address unmet needs in CNS and respiratory diseases. The partnership aims to enhance shareholder value and expedite treatment advancements, particularly for schizophrenia and pulmonary hypertension.

Positive
  • Successful merger facilitates access to public markets.
  • Brilaroxazine (RP5063) ready for expanded clinical trials.
  • Potential for significant shareholder value through clinical advancements.
Negative
  • Risks of product development failures and regulatory approvals.
  • Potential disruption to current operations due to merger integration challenges.
  • Listing risks on NASDAQ post-merger.

Combined Company to Trade on NASDAQ Post-closing under Tickers: RVPH and RVPHW

NEW YORK and CUPERTINO, Calif., Dec. 14, 2020 (GLOBE NEWSWIRE) -- Reviva Pharmaceuticals Holdings, Inc., a Delaware corporation (“Reviva Holdings”), as the successor to Tenzing Acquisition Corp., a special purpose acquisition company incorporated in the British Virgin Islands (“Tenzing”) (NASDAQ: TZAC), and Reviva Pharmaceuticals, Inc., a Delaware corporation (“Reviva”), a California-based clinical-stage pharmaceutical company developing therapies that seek to address unmet medical needs in the areas of central nervous system (CNS), cardiovascular, metabolic, and inflammatory diseases, today announced the completion of their previously announced business combination of the two companies (the “Business Combination”), pursuant to the Merger Agreement, dated as of July 20, 2020, as amended, by and among Tenzing, Reviva and certain other parties thereto (the “Merger Agreement”). As a result of the completion of the Business Combination, Reviva has become a wholly-owned subsidiary of Reviva Holdings, and Reviva Holdings, as the successor to Tenzing, will continue trading on NASDAQ under the new ticker symbols RVPH for its common stock and RVPHW for its warrants, effective December 15, 2020.

“The closing of the Merger Agreement provides Reviva an exciting opportunity to access the public markets through this transaction. By partnering with Tenzing and pairing this world class management team with our product candidates, we expect to generate sustainable shareholder value and enable further clinical investigation. The excitement and support from investors to accelerate the clinical development of our lead product candidate, Brilaroxazine (RP5063), has been reassuring and encouraging.” said Laxminarayan Bhat, Ph.D., Founder, President and CEO of Reviva and now Director, President and CEO of Reviva Holdings.

The combined company will be focused on developing urgently needed treatments for patients with central nervous system (CNS), cardiovascular, metabolic, and inflammatory diseases. Reviva Holdings will first look to advance its late-stage lead asset Brilaroxazine (RP5063). Brilaroxazine (RP5063) is ready for continued clinical development in multiple neuropsychiatric indications, including Schizophrenia, pulmonary arterial hypertension (PAH) and idiopathic pulmonary fibrosis (IPF). It has also gained Orphan Drug Designation from FDA for the treatment of PAH and IPF. Reviva believes Brilaroxazine (RP5063) has the potential to become a cornerstone therapy in CNS treatment.

“Reviva Holdings plans to deliver meaningful treatments for patients and providers for both neuropsychiatric and respiratory diseases, which may translate into continuous inflection points for investors as we hope to demonstrate clinically meaningful applications in several indications.” Parag Saxena, Chairman of the Board of Directors of Reviva Holdings (and formerly the Chairman of the Board of Tenzing).

Advisors

Maxim Group LLC acted as the financial advisor to Tenzing.

Ellenoff Grossman & Schole LLP acted as Tenzing's U.S. legal advisors, and Ogier acted as its British Virgin Islands legal advisors.

Lowenstein Sandler LLP acted as U.S. legal advisors to Reviva.

About Reviva Pharmaceuticals Holdings, Inc. (f/k/a Tenzing Acquisition Corp.)
Tenzing was a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities. Tenzing’s efforts to identify a prospective target business were not limited to a particular industry or geographic region. In connection with the Business Combination, Tenzing re-domiciled from the British Virgin Islands to the State of Delaware under the new name Reviva Pharmaceuticals Holdings, Inc.

About Reviva Pharmaceuticals, Inc.
Reviva is a clinical stage pharmaceutical company developing therapies that seek to address unmet medical needs in the areas of central nervous system, cardiovascular, metabolic, and inflammatory diseases. Reviva's primary focus is developing its lead product candidate, RP5063 (brilaroxazine), for the treatment of schizophrenia, bipolar disorder, and major depressive disorder. Reviva also intends to develop RP5063 for treating PAH and IPF. RP5063 is a serotonin, dopamine, and nicotinic receptor active compound in clinical development.

Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Reviva Holdings’ and Reviva’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “might” and “continues,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Reviva Holdings’ and Reviva’s expectations with respect to future performance and anticipated financial impacts of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results. Most of these factors are outside the control of Reviva Holdings or Reviva and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the inability to maintain the listing of Reviva Holdings’ common stock on NASDAQ following the Business Combination; (2) the risk that the Business Combination disrupts current plans and operations of Reviva as a result of the consummation of the Business Combination; (3) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth economically and hire and retain key employees; (4) the risks that Reviva’s products in development fail clinical trials or are not approved by the U.S. Food and Drug Administration or other applicable authorities; (5) the risks that Reviva could be forced to delay, reduce or eliminate its planned clinical trials or development programs; (6) costs related to the Business Combination; (7) changes in applicable

FAQ

What is the outcome of the Reviva Pharmaceuticals merger with Tenzing Acquisition Corp?

Reviva Pharmaceuticals successfully merged with Tenzing Acquisition, becoming Reviva Holdings and trading under new ticker symbols RVPH and RVPHW.

What is Brilaroxazine (RP5063) and its significance to Reviva?

Brilaroxazine (RP5063) is Reviva's lead product candidate aimed at treating schizophrenia and respiratory diseases, set for advanced clinical trials.

What are the expected impacts of the merger on investors?

The merger is expected to enhance shareholder value by accelerating clinical development and expanding market access for Reviva's therapies.

When did Reviva Pharmaceuticals start trading under the new ticker symbols?

Reviva Pharmaceuticals began trading under the new ticker symbols RVPH and RVPHW on December 15, 2020.

Reviva Pharmaceuticals Holdings, Inc.

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