Summit Therapeutics plc (NASDAQ:SMMT) (AIM:SUMM), the drug
discovery and development company advancing therapies for rare
diseases and infectious diseases, announces it has obtained an
innovative research and development platform for the generation of
differentiated antibiotic compounds through its acquisition of
Discuva Limited (‘Discuva’), a privately held UK-based company. The
acquisition expands Summit’s interests in infectious diseases that
are led by its flagship precision C. difficile infection (‘CDI’)
antibiotic candidate ridinilazole. The Company is now better placed
to advance additional potential drug treatments for patients with
serious bacterial infections where there is substantial unmet need,
while in parallel continuing to advance its clinical and research
programme in Duchenne muscular dystrophy.
“The global threat from multi-drug resistant
bacterial infections continues to rise. There are few new
antibiotics in development, with most of those being iterations of
known classes of antibiotics, meaning there is an urgent need for
the development of novel antibiotics,” commented Mr Glyn
Edwards, Chief Executive Officer of Summit. “With the
acquisition, Summit is positioned as a leader in the research and
development of new classes of antibiotics as exemplified by our
precision antibiotic candidate ridinilazole for the treatment of C.
difficile infection. Using this platform, we aim to generate a
pipeline of new mechanism of action antibiotics that address other
serious infectious disease threats.”
“Our vision is to prioritise the development of
novel antibiotics against pathogens where an urgent unmet need
exists and we have the ability to show advantages over current
treatments,” added Dr David Roblin, Chief Operating Officer
and President of Research and Development of Summit. “The
addition of this platform, coupled with our expertise in the
discovery and clinical development of antibiotics, positions us to
create new classes of antibiotics that target current and emergent
bacterial threats for which there are only inadequate
therapies.”
The proprietary bacterial genetics-based
platform facilitates the discovery and development of novel,
differentiated antibiotics. This platform combines transposon
technology with bioinformatics to create a powerful tool to
identify new antibacterial drug targets, elucidate antibiotic
mechanisms of action and optimise against bacterial resistance to
generate new antibiotic drug candidates.
The platform is utilising proprietary libraries
of multiple pathogens associated with antibiotic resistance. These
provide excellent coverage against the ESKAPE pathogens, a leading
cause of multi-drug resistance and hospital acquired infections
throughout the world, and pathogens listed as urgent or serious
threats by the US Centers for Disease Control. With activity
demonstrated against a number of these bacterial targets, and a
research collaboration between Discuva and Roche, the platform has
already shown promise.
Terms of the Acquisition
Under the terms of the acquisition, Summit
acquired 100% of the issued share capital of Discuva. The
consideration to Discuva shareholders comprised of £5.0 million in
cash and £5.0 million in new ordinary shares of Summit of one penny
nominal value (‘New Ordinary Shares’) issued to Discuva
shareholders at a price of 170.4 pence per share, representing a
3.3% premium to Summit’s mid-market closing share price on 22
December 2017. The 2,934,272 New Ordinary Shares have been allotted
and application for their admission to trading on AIM has been made
with dealings expected to begin on or about 29 December 2017. The
New Ordinary Shares represent approximately 3.99% of the Company’s
enlarged issued share capital.
Discuva’s principal asset is a genetics-based
technology platform for the generation of antibiotics. In
accordance with applicable accounting standards, costs associated
with this internally generated intangible asset have been expensed
rather than capitalised by Discuva. Summit has acquired Discuva on
a cash-free/debt-free basis. No Discuva personnel will be joining
the Summit board of directors.
Under a collaboration agreement that Discuva has
with F. Hoffmann – La Roche Limited (‘Roche’), Roche is obligated
to pay specified development, commercialisation and sales milestone
payments related to any compound developed under the platform that
is or has been optioned by Roche. Summit is obligated to pay to
Discuva shareholders one-half of the economic benefit of any such
payments received from Roche. Separately, certain employees, former
employees and former directors of Discuva are eligible for payments
from Discuva based on specified development and clinical milestones
related to proprietary product candidates developed under the
platform.
All of Discuva’s shareholders have undertaken
not to dispose of any of the ordinary shares of Summit acquired in
connection with the transaction until September 2018, subject to
limited exceptions, and have agreed to adhere to orderly market
undertaking provisions with respect to the potential sale of any
ordinary shares for up to a further 12 months. The Discuva
shareholders have provided certain warranties to Summit, subject to
a range of limitations as to time and amount.
The Company’s cash runway guidance remains
unchanged, as Summit believes its existing cash and cash
equivalents will fund the Company’s activities through 31 December
2018.
Summit will file on Form 6-K with the US
Securities and Exchange Commission (‘SEC’) additional information
about the acquisition of Discuva. A copy of the Form 6-K will
shortly be available to download after the date of this press
release, either from the Investors section of the Company’s website
at www.summitplc.com, or from the SEC website at www.sec.gov.
Conference Call DetailsSummit will host a
conference call and webcast to review the acquisition 3 January
2018 at 1:00pm GMT / 8:00am EST. To participate in the conference
call, please dial +44(0)330 336 9105 (UK and international
participants) or +1 323 794 2551 (US local number) and use the
conference confirmation code 4713524. Investors may also access a
live audio webcast of the call via the investors section of the
Company’s website www.summitplc.com. A replay of the webcast will
be available shortly after the completion of the call.
About Antibiotic ResistanceAntibiotic
resistance is one of the world’s most pressing public health
problems. Bacteria that were once easily treatable can become
dangerous infections if they develop resistance to antibiotics. The
incidence of infections due to resistance organisms is on the rise
with the 2016 Review on Antimicrobial Resistance estimating that
700,000 patients die annually from antibiotic resistant infections;
this figure has been projected to rise to 10 million by 2050 if no
action is taken.
About Summit Therapeutics
Summit is a biopharmaceutical company focused on the discovery,
development and commercialisation of novel medicines for
indications for which there are no existing or only inadequate
therapies. Summit is conducting clinical programs focused on the
genetic disease Duchenne muscular dystrophy and the infectious
disease C. difficile infection. Further information is available at
www.summitplc.com and Summit can be followed on Twitter
(@summitplc).
This announcement contains inside information
for the purposes of Article 7 of EU Regulation 596/2014 (MAR).
For more information, please contact:
Summit |
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Glyn
Edwards / Richard Pye (UK office) |
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44
(0)1235 443 951 |
Erik
Ostrowski / Michelle Avery (US office) |
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+1
617 225 4455 |
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Cairn Financial Advisers LLP (Nominated
Adviser) |
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Tel: |
+44
(0)20 7213 0880 |
Liam
Murray / Tony Rawlinson |
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N+1 Singer (Joint Broker) |
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Tel: |
+44
(0)20 7496 3000 |
Aubrey Powell / Jen Boorer |
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Panmure Gordon (Joint Broker) |
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Tel: |
+44
(0)20 7886 2500 |
Freddy Crossley, Corporate Finance |
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Tom
Salvesen, Corporate Broking |
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MacDougall Biomedical Communications (US) |
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Tel: |
+1
781 235 3060 |
Karen
Sharma |
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ksharma@macbiocom.com |
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Consilium Strategic Communications (UK) |
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Tel: |
+44
(0)20 3709 5700 |
Mary-Jane Elliott / Jessica Hodgson / |
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summit@consilium-comms.com |
Philippa Gardner/ Rosie Phillips |
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Forward-looking StatementsAny
statements in this press release about Summit’s future
expectations, plans and prospects, including but not limited to,
statements about the potential benefits and future operation of the
acquired platform or Discuva, including any potential future
payments to or from Summit related thereto, clinical and
preclinical development of Summit’s product candidates and the
potential for their commercialisation, the therapeutic potential of
Summit’s product candidates, the potential submission of
applications for regulatory approvals, the sufficiency of Summit’s
cash resources, and the timing of initiation, completion and
availability of data from clinical trials, and other statements
containing the words "anticipate," "believe," "continue," "could,"
"estimate," "expect," "intend," "may," "plan," "potential,"
"predict," "project," "should," "target," "would," and similar
expressions, constitute forward-looking statements within the
meaning of The Private Securities Litigation Reform Act of 1995.
Summit’s actual results, performance or achievements could differ
materially from those expressed or implied by forward-looking
statements it makes as a result of a variety of risks and
uncertainties, including those related to: Summit’s ability to
effectively use the platform to identify new potential drug
development candidates; Summit’s ability to realise the anticipated
benefits of the Discuva acquisition, including the possibility that
the expected benefits from the transaction will not be realised or
will not be realised within the expected time period; negative
effects of the announcement of the acquisition on the market price
of Summit’s ordinary shares and/or American Depository Shares;
significant transaction costs, unknown liabilities, the risk of
litigation related to the acquisition, as well as other business
effects, including the effects of industry, market, economic,
political or regulatory conditions; changes in tax and other laws,
regulations, rates and policies; the sufficiency of the Company’s
cash resources and its ability to obtain adequate financing in the
future for its foreseeable and unforeseeable operating expenses and
capital requirements and other factors discussed in the "Risk
Factors" section of filings that Summit makes with the Securities
and Exchange Commission, including Summit’s Annual Report on Form
20-F for the fiscal year ended January 31, 2017. Accordingly,
readers should not place undue reliance on forward-looking
statements or information. In addition, any forward-looking
statements included in this press release represent Summit’s views
only as of the date of this release and should not be relied upon
as representing Summit’s views as of any subsequent date. Summit
specifically disclaims any obligation to update any forward-looking
statements included in this press release.
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