SANTA MONICA, Calif. & AMSTERDAM--(BUSINESS WIRE)--Neogene Therapeutics, Inc. (Neogene), a global clinical-stage biotechnology company pioneering the discovery, development and manufacturing of next-generation T-cell receptor therapies (TCR-Ts), today announced it has entered into a definitive agreement to be acquired by AstraZeneca.

“I am thrilled to see the progress we have already made in developing transformative, next-generation TCR-Ts. In only four years, Neogene has grown from a scientific concept into a rapidly growing clinical-stage company offering a full suite of technologies to enable TCR therapies for cancer patients”

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With a shared goal of bringing cell therapies to patients with solid tumors, Neogene’s expertise in TCR-T discovery, development and manufacturing will strengthen AstraZeneca’s ambition to transform outcomes for patients.

TCR-Ts are emerging as a promising therapeutic modality in cancer treatment. Most current cell therapy approaches in oncology focus on modifying the immune system’s T cells to recognize proteins expressed on the surface of cancer cells. In contrast, TCR-Ts can recognize intracellular targets, including cancer-specific mutations, thereby potentially unlocking targets previously inaccessible using cell therapies.

Carsten Linnemann, PhD, Chief Executive Officer, Neogene, said: “We are excited to work together with AstraZeneca towards our shared mission of transforming the treatment options for patients with solid tumors using next-generation T-cell receptor therapies. Our expertise, clinical portfolio, and platform technologies in this area combined with AstraZeneca’s leadership in oncology and global footprint means we are well-positioned to translate pioneering science into novel treatments for hard-to-treat cancers.”

Susan Galbraith, Executive Vice President, Oncology R&D, AstraZeneca, said: “This acquisition represents a unique opportunity to bring innovative science and leading experts in T-cell receptor biology and cell therapy manufacturing together with our internal oncology cell therapy team, unlocking new ways to target cancer. Neogene’s leading TCR discovery capabilities and extensive manufacturing experience complement the cell therapy capability we have built over the last three years and allow us to accelerate the development of potentially curative cell therapies for the benefit of patients.”

Neogene was founded by cell therapy veterans Carsten Linnemann, PhD, Chief Executive Officer of Neogene, and Ton Schumacher, PhD, Chairman of Neogene’s Scientific Advisory Board and Principal Investigator at the Netherlands Cancer Institute, Oncode Institute in partnership with Two River, and cell therapy industry veteran Arie Belldegrun, MD, founder of Kite Pharma, Inc. and Co-Founder and Executive Chairman of Allogene Therapeutics, Inc. as well as key investments from Vida Ventures, TPG, EcoR1 Capital, Jeito Capital, Syncona, Polaris Partners and Pontifax.

“I am thrilled to see the progress we have already made in developing transformative, next-generation TCR-Ts. In only four years, Neogene has grown from a scientific concept into a rapidly growing clinical-stage company offering a full suite of technologies to enable TCR therapies for cancer patients,” said Franz B. Humer, PhD, MBA, Executive Chairman of the Neogene Board of Directors. “This acquisition will further support our team in both Amsterdam and Santa Monica in their mission to develop and expand our pipeline of TCR therapies. It is an important step forward for Neogene and the cell therapy community as we bring together the brightest minds, expertise and capabilities aiming to help propel the science forward quickly and revolutionize patient outcomes in solid cancer treatment.”

AstraZeneca is building a cell therapy portfolio that aims to empower and equip the immune system’s T cells, to more effectively fight cancer. Their research teams are exploring new ways to target and arm CAR-Ts to increase their effectiveness in solid tumors and working to engineer off-the-shelf patient-ready therapies already developed from the cells of healthy donors.

Financial considerations

AstraZeneca will acquire all outstanding equity of Neogene Therapeutics for a total consideration of up to $320m, on a cash and debt free basis. This will include an initial payment of $200m on deal closing, and a further up to $120m in both contingent, milestones-based and non-contingent consideration.

The transaction is expected to close in the first quarter of 2023, subject to customary closing conditions and regulatory clearances. Upon completion of the transaction, Neogene will operate as a wholly owned subsidiary, with operations in Amsterdam, The Netherlands, and Santa Monica, California, USA.

Neogene Therapeutics

Neogene Therapeutics, Inc. is a global, clinical-stage biotechnology company focused on discovering, developing and manufacturing next-generation, transformative TCR therapies targeting neoantigens in solid cancers. Neogene is advancing a pipeline of fully individualized TCR therapies as well as TCR therapies targeting shared neoantigens, including mutated KRAS (mKRAS) and mutated TP53 (mTP53).

Neogene has EU headquarters in Amsterdam and U.S. headquarters in Santa Monica. Its team has deep gene and cell therapy expertise and a shared mission to bring next-generation transformative TCR therapies to patients with solid cancers worldwide. Please visit www.neogene.com and follow Neogene Therapeutics on LinkedIn.

Contacts

For media inquiries, contact Sheryl Seapy, 949-903-4750 or sseapy@realchemistry.com; for Investor Relations, contact Han Lee, investors@neogene.com.