LEXINGTON, Mass., Jan. 8, 2018 /PRNewswire/ -- Agenus Inc.
(NASDAQ: AGEN), an immuno-oncology company with a pipeline of
immune checkpoint antibodies and cancer vaccines, today announced a
$230 million non-dilutive royalty
transaction with HealthCare Royalty Partners (HCR). The transaction
is comprised of $190 million of cash
proceeds at closing plus up to $40
million in milestone payments. Agenus will use part of these
proceeds to redeem its royalty bond from Oberland and the
additional monies to advance its registrational studies with
anti-CTLA-4 and anti-PD-1 for planned BLA filings in 2019 and
2020.
At closing, HCR will receive the rights to royalties on sales of
GlaxoSmithKline's QS-21 containing vaccines. Agenus retains
all rights for the development of QS-21 with its entire portfolio
of checkpoint antibodies, vaccines, and cellular therapies* with no
third party obligation.
Agenus is advancing its QS-21 powered vaccine, AutoSynVax™, in
combination with validated checkpoint antibodies to generate immune
recognition of tumors unresponsive to checkpoint blockade
alone.
"This transaction reflects the significant value that can be
generated from our assets and our ability to execute non-dilutive
transactions to strengthen our balance sheet," said Dr.
Garo Armen, Ph.D., Chairman and
Chief Executive Officer of Agenus. "Part of the proceeds will fund
our pivotal programs designed to achieve our near-term goals to
become a commercial company with a planned BLA filing by the second
half of 2019."
John Urquhart, Principal at HCR
commented, "HealthCare Royalty Partners is pleased to partner with
Agenus in this royalty financing transaction that recognizes the
significant value of the immune-potent QS-21 adjuvant."
After the repurchase of the Oberland obligation, the transaction
is expected to yield net proceeds of approximately $28 million to Agenus at closing, plus the
potential for up to an additional $40
million of milestone payments. In the event that certain
sales milestones are not met, Agenus will owe HCR approximately
$26 million in 2021.
Bank of America Merrill Lynch acted as sole structuring advisor
to Agenus for the transaction. Goodwin Procter LLP acted as special
counsel to Agenus and Cadwalader, Wichersham & Taft LLP
represented HCR.
About Agenus
Agenus is a clinical-stage immuno-oncology company focused on
the discovery and development of therapies that engage the body's
immune system to fight cancer. The Company's vision is to expand
the patient populations benefiting from cancer immunotherapy by
pursuing a number of combination approaches that leverage a broad
repertoire of antibody therapeutics and proprietary cancer vaccine
platforms. The Company is equipped with a suite of antibody
discovery platforms and a state-of-the-art GMP manufacturing
facility with the capacity to support early phase clinical
programs. Agenus is headquartered in Lexington, MA. For
more information, please visit www.agenusbio.com; information
that may be important to investors will be routinely posted on our
website.
*About AgenTus Therapeutics, Inc.
AgenTus
Therapeutics is a preclinical-stage biopharmaceutical company that
will focus on the discovery, development, and commercialization of
breakthrough "living drugs" to advance potential cures for cancer
patients. AgenTus will employ naturally-derived and
engineered receptors, specifically T cell receptors (TCRs) and
Chimeric Antigen Receptors (CARs), designed to supercharge human
immune effector cells to seek and destroy cancer. AgenTus
will also aim to advance adoptive cell therapy formats which would
enable off-the-shelf living drugs. AgenTus will have
locations in Lexington, MA and Cambridge, UK. For more information,
please visit www.agentustherapeutics.com.
About HealthCare Royalty Partners
HCR is a private investment firm that purchases royalties and
uses debt-like structures to invest in commercial or
near-commercial stage life science assets. HCR has $3.5 billion in cumulative capital commitments
with offices in Stamford (CT), San
Francisco, Boston and
London. For more information,
visit www.healthcareroyalty.com.
Forward-Looking Statements
This press release contains forward-looking statements that are
made pursuant to the safe harbor provisions of the federal
securities laws, including statements regarding the expected
closing of the royalty transaction with HCR and the consideration
thereunder, Agenus' intended uses for the proceeds from the
transaction, including the redemption of the Oberland royalty bond,
the expect net proceeds from the transaction, Agenus clinical trial
plans and activities, including planned BLA filings, and the
anticipated operations and benefits of AgenTus Therapeutics. These
forward-looking statements are subject to risks and uncertainties
that could cause actual results to differ materially. These risks
and uncertainties include, among others, the factors described
under the Risk Factors section of our most recent Quarterly Report
on Form 10-Q or Annual Report on Form 10-K filed with the
Securities and Exchange Commission. Agenus cautions investors not
to place considerable reliance on the forward-looking statements
contained in this release. These statements speak only as of the
date of this press release, and Agenus undertakes no obligation to
update or revise the statements, other than to the
extent required by law. All forward-looking statements are
expressly qualified in their entirety by this cautionary
statement.
Contact:
Agenus Inc.
Jennifer Buell, PhD
781-674-4420
Jennifer.Buell@agenusbio.com
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SOURCE Agenus Inc.