Better Therapeutics Closes Business Combination and Debuts on Nasdaq

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SAN FRANCISCO & NEW YORK– Better Therapeutics, Inc., a prescription digital therapeutics (PDT) company delivering cognitive behavioral therapy to address the root causes of cardiometabolic diseases, today announced the completion of its business combination with Mountain Crest Acquisition Corp II (Nasdaq: MCAD; “Mountain Crest II”), a publicly traded special purpose acquisition corporation or SPAC. The resulting combined company will commence trading its shares on Nasdaq under the ticker symbol “BTTX” on October 29, 2021.

The shareholders of Mountain Crest Acquisition Corp II approved the transaction at a special meeting held on October 27, 2021, and the transaction was previously approved by Better Therapeutics’ stockholders. Better Therapeutics’ management team, led by Co-Founder and Chief Executive Officer, Kevin Appelbaum, will lead the combined company along with Dr. Mark Berman, Chief Medical Officer, Kristin Wynholds, Chief Product Officer, and Mark Heinen, Interim Chief Financial Officer.

“We envision a future where digital therapeutics are often the first prescription written in order to address the root causes of disease caused by patient behaviors,” said Appelbaum. “The completion of this transaction and the capital raised will be instrumental in helping our team lead the way in this transformation, beginning with cardiometabolic diseases.”

The proceeds of the transaction will be used to advance Better Therapeutics’ lead product for the treatment of type 2 diabetes, BT-001, through clinical trials and submission for marketing authorization by the U.S. Food and Drug Administration, and to advance its PDT pipeline for other cardiometabolic conditions.

“I am thrilled to see the completion of another business combination of the Mountain Crest franchise, and Better Therapeutics is tackling an important mission to deliver cognitive behavioral therapy in an accessible, scalable form,” said Dr. Suying Liu, Chairman and Chief Executive Officer of Mountain Crest II. “Better Therapeutics’ strong leadership team and industry know-how give us confidence that the company is well-positioned to be a pioneer in the digital therapeutics space,” Dr. Liu continued.

The transaction generated approximately $70 million in gross proceeds from the business combination, a private investment in a public equity (PIPE) from leading healthcare investors led by Farallon Capital Management, RS Investments, Sectoral Asset Management, and Monashee Investment Management, and the first tranche of a credit facility from Hercules Capital that was contingent on the closing of the business combination. The company has access to an additional $40 million from the Hercules Capital credit facility subject to certain milestones.

Cowen acted as exclusive financial advisor and capital markets advisor to Better Therapeutics. Lake Street also served as a capital markets advisor. Goodwin Procter LLP acted as legal counsel to Better Therapeutics in the transaction. Chardan acted as exclusive M&A advisor and financial advisor to Mountain Crest II. Loeb & Loeb LLP acted as legal counsel to Mountain Crest II. Cowen acted as sole placement agent to Mountain Crest II on the PIPE. Shearman & Sterling LLP acted as legal counsel to the placement agent.