Twist Bioscience Enters into Definitive Agreement to Acquire Abveris, Bolstering Biopharma Capabilities
November 22 2021 - 6:30AM
Business Wire
-- Acquisition Will Add In Vivo Antibody
Discovery Platform –
-- Conference Call at 8:00am ET --
Twist Bioscience Corporation (NASDAQ: TWST), a company enabling
customers to succeed through its offering of high-quality synthetic
DNA using its silicon platform, today announced it entered into a
definitive agreement to acquire Abveris, (formally known as AbX
Biologics, Inc.) a privately held in vivo antibody discovery
services company developing the next generation of biologics, cell
therapies, vaccines, and diagnostics in partnership with global
biopharma leaders.
Abveris offers comprehensive antibody discovery and
characterization services using its proprietary DiversimAb™ family
of hyperimmune mouse models, the output of which can be humanized
using the Twist antibody optimization solution to develop superior
biologics for rapid clinical advancement.
“The addition of the Abveris discovery platform is a natural fit
with Twist as it will complement and extend our biopharma antibody
capabilities into mouse-based discovery and screening,” said Emily
M. Leproust, Ph.D., CEO and co-founder of Twist Bioscience. “There
are three key approaches to antibody discovery: synthetic
libraries, which is the specialty of Twist; in vivo discovery
through animal models; and artificial intelligence models. With the
anticipated acquisition of Abveris, Twist will have expertise in
each, creating a robust antibody design, discovery and screening
organization to serve both our partners and our internal
pipeline.”
“We look forward to integrating our proprietary in vivo
discovery platform with the Twist lead optimization workflow to
consolidate and streamline the process of identifying the highest
quality development ready drug candidates for our partners,” said
Tracey Mullen, CEO of Abveris. “By combining the two highly
synergistic approaches, Twist will be able to pair natural, in vivo
antibody development with its industry-leading humanization and
engineering capabilities to introduce a new gold standard in
antibody discovery. We are thrilled to play an integral role in
this revolution.”
The total purchase consideration of up to $190 million includes
$150 million in consideration to be issued at the closing of the
transaction, consisting of shares of Twist common stock and up to
$10 million in cash, subject to customary adjustments for cash, net
working capital, outstanding indebtedness and unpaid transaction
expenses, and up to $40 million shares of Twist common stock, to be
issued contingent on and subject to Abveris achieving an internal
revenue target for the calendar year 2022. The applicable price per
share of Twist common stock is the average per share closing sale
price of Twist common stock for the 30 consecutive trading day
period prior to and including the date that is two trading days
immediately preceding the closing, and which will not fall below
$106.10 or exceed $129.68.
Edgemont Partners acted as exclusive financial advisor to
Abveris, and Nutter, McClennen & Fish LLP acted as legal
advisor to Abveris.
Conference Call Information
The company plans to hold a conference call and live audio
webcast for analysts and investors today at 8:00 a.m. Eastern Time
to discuss its financial results and provide an update on the
company’s business, including the acquisition of Abveris. The call
can be accessed by dialing (866) 688-0947 (domestic) or (409)
217-8781 (international) and refer to the conference ID 4608297. A
telephonic replay of the conference call will be available
beginning approximately four hours after the call through November
29, 2021 and may be accessed by dialing (855) 859-2056 (domestic)
or (404) 537-3406 (international). The replay conference ID is
4608297. The webcast replay will be available for two weeks. If a
participant will be listen-only, they are encouraged to listen via
the webcast on Twist’s investor page.
About Twist Bioscience Corporation
Twist Bioscience is a leading and rapidly growing synthetic
biology and genomics company that has developed a disruptive DNA
synthesis platform to industrialize the engineering of biology. The
core of the platform is a proprietary technology that pioneers a
new method of manufacturing synthetic DNA by “writing” DNA on a
silicon chip. Twist is leveraging its unique technology to
manufacture a broad range of synthetic DNA-based products,
including synthetic genes, tools for next-generation sequencing
(NGS) preparation, and antibody libraries for drug discovery and
development. Twist is also pursuing longer-term opportunities in
digital data storage in DNA and biologics drug discovery. Twist
makes products for use across many industries including healthcare,
industrial chemicals, agriculture and academic research.
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Legal Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements. All
statements other than statements of historical facts contained
herein, including but not limited to the closing of the acquisition
of Abveris, the successful integration of Abveris into Twist and
Twist’s payment of up to $40 million as a result of Abveris
achieving internal revenue targets, are forward-looking statements
reflecting the current beliefs and expectations of management made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties, and other important
factors that may cause Twist Bioscience’s actual results,
performance, or achievements to be materially different from any
future results, performance, or achievements expressed or implied
by the forward-looking statements. Such risks and uncertainties
include, among others, the risks and uncertainties of the ability
to attract new customers and retain and grow sales from existing
customers; risks and uncertainties of rapidly changing technologies
and extensive competition in synthetic biology could make the
products Twist Bioscience is developing obsolete or
non-competitive; the retention of employees of acquired companies
and the ability of Twist Bioscience to successfully integrate
acquired companies and to achieve expected benefits, risks of
third-party claims alleging infringement of patents and proprietary
rights or seeking to invalidate Twist Bioscience’s patents or
proprietary rights; and the risk that Twist Bioscience’s
proprietary rights may be insufficient to protect its technologies.
For a further description of the risks and uncertainties that could
cause actual results to differ from those expressed in these
forward-looking statements, as well as risks relating to Twist
Bioscience’s business in general, see Twist Bioscience’s risk
factors set forth in Twist Bioscience’s Quarterly Report Form 10-Q
filed with the Securities and Exchange Commission on August 9,
2021, and subsequent filings with the SEC. Any forward-looking
statements contained in this press release speak only as of the
date hereof, and Twist Bioscience specifically disclaims any
obligation to update any forward-looking statement, whether as a
result of new information, future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20211122005744/en/
Twist Bioscience Angela Bitting SVP, Corporate Affairs
925-202-6211 media@twistbioscience.com
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