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Mergers and Acquisitions

Date: 2014-10-28

Type of information: Company acquisition

Acquired company: F-star Alpha (UK)

Acquiring company: BMS (USA - NY)

Amount: up to $ 475million

Terms:

* On October 28, 2014, BMS and F-star Alpha announced that the companies, together with the F-star Alpha Ltd. shareholders, have entered into an agreement that provides BMS the exclusive option to acquire F-star Alpha Ltd, and gain worldwide rights to its lead asset FS102. Under the terms of the agreement, BMS will make payments aggregating to $50 million that consist of an option fee for the right to acquire F-star Alpha Ltd., payment for certain rights and licenses from F-star Alpha Ltd. and a clinical milestone payment upon initiation of the Phase 1 trial. BMS will be responsible for conducting and funding development of FS102 during the option period. BMS can exercise the option to acquire F-star Alpha Ltd. in its sole discretion upon its decision to commence a Phase 2b trial. Total aggregate consideration may reach $475 million, which includes the payments aggregating to $50 million, the option exercise fee, and milestone payments upon the commencement of a Phase 3 clinical trial and regulatory approvals in the U.S. and Europe.

Details:

FS102 is a novel Phase 1 ready Human Epidermal growth factor Receptor 2 (HER2)-targeted therapy in development for the treatment of breast and gastric cancer among a well-defined population of HER2-positive patients who do not respond or become resistant to current therapies. FS102 is a HER2 targeted Fcab™ that has the potential to eliminate cancer cells through a novel mechanism of action in a biomarker-defined patient population. FS102 works differently than current HER2-targeted therapies, with the potential to overcome resistance that has developed against other HER2-targeted drugs. It binds to a unique site on HER2 and then induces programmed cell death in HER2-positive tumour cells. In preclinical studies, FS102 has demonstrated encouraging efficacy against certain HER2-positive cancers and major regression in tumors, including those that are refractory to treatment with trastuzumab plus pertuzumab.

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Is general: Yes