Date: 2014-10-03
Type of information: Company acquisition
Acquired company: Immutep (France)
Acquiring company: Prima BioMed (Australia)
Amount: $ 28 million (€ 22.1 million)
Terms: * On October 3, 2014, Immutep, a late stage private biopharmaceutical company in the rapidly growing field of immuno-oncology, announced it has reached an agreement by which it will be acquired by Prima BioMed. Prima will pay a consideration of up to approximately $ 28 million (€ 22.1 million) through a combination of cash, shares and warrants subject to the achievement of certain performance milestones. The total consideration of up to approximately will be funded with: up to $ 18 million in cash, partly based on the achievement of key milestones; the issue of Prima Ordinary Shares totalling approximately $ 3 million and based on a VWAP calculation; and the issue of 200 M warrants equating to a consideration value of approximately $ 7 million. In order to fund the acquisition and provide ongoing working capital, Prima has secured an investment agreement with Bergen Global Opportunity Fund, a New York institutional investor managed by Bergen Asset Management for up to $ 37.4 million over a 24- month period . The Acquisition is conditional on obtaining shareholder approval at Prima’s AGM for an increase in its share placement capacity in order to fund the acquisition. Under the agreement, Bergen will make an initial upfront investment of $2.5 million by way of a 36-month interest-free unsecured convertible security. Bergen will also invest up to $700,000 per month in Prima’s equity over the next 24 months, with the option to increase each of the monthly tranches to an amount not exceeding $1.5 million by mutual consent of Bergen and the Company. Importantly, Prima has retained the right to pause the monthly tranche schedule and, alternatively, to terminate the Agreement at any time. Bergen has also agreed to certain, strict limitations on exiting its investment. Immutep’s founder and Scientific and Medical Director, Professor Frédéric Triebel will join Prima as its Chief Scientific Officer, along with his scientific team, to oversee the LAG-3 development program and to advise on the ongoing development of CVac. Professor Triebel originally developed the LAG-3 technology in collaboration with the Institut Gustave Roussy (IGR), one of the world’s leading cancer-research institutes based in Paris, and Merck Serono. He was Professor of Immunology at Paris University and a Director of an INSERM Research Unit from 1991-1996 prior to founding Immutep in 2001.
Details: Immutep has been developing a number of complementary types of cancer immunotherapies based on its patented Lymphocyte Activation Gene 3 (LAG-3) technology. Its lead product IMP321 has been tested in various clinical trials to date, both alone and in combination with other therapies. Immutep holds the world-wide rights (ex China and Taiwan) to commercialise IMP321. A Phase II chemo-immunotherapy trial combining IMP321 with first line chemotherapy for metastatic breast cancer in partnership with Chinese pharma company Eddingpharm. Eddingpharm has exclusively sub-licensed IMP321 for development in China, Hong Kong, Macau and Taiwan and this could result in undisclosed milestone payments and royalties. Prima will take over responsibility for the development of IMP321 in the rest of the world. Planning for a new Phase II clinical trial program with IMP321 in chemo-immunotherapy or in other combinations will commence following completion of the transaction. Immutep has a R&D laboratory outside Paris, France where additional research projects for its LAG-3 technology are being explored. Immutep has 11 patent families covering its technology which are all exclusively licensed or owned, with one jointly owned with the Institut National de la Santé et de la Recherche Médicale (“INSERM”), a major French public health research organisation.
IMP731 is a chimeric monoclonal antibody. This depleting anti-LAG-3 antibody has been licensed out to GSK in 2011. A Phase I clinical trial program in auto-immune diseases in partnership with GSK with potential milestone payments of up to approx. $ 100 million and additional royalties;
IMP701 is an antagonist anti-LAG-3 antibody. This product has been licensed out to CoStim Pharmaceuticals (purchased by Novartis in 2014) in 2012. Financial details are undisclosed but include milestone payments and royalties.
Related: Cancer - Oncology Immunotherapy
