GPC Biotech and Agennix Announce Proposed Merger

Pipeline to include novel oncology therapy, talactoferrin, which recently entered Phase 3 clinical testing

20-Feb-2009 - Germany

GPC Biotech AG and Agennix, Incorporated announced that the two oncology-focused biotechnology companies have signed a Business Combination Agreement under which they propose to merge their businesses. In the transaction, GPC Biotech is to be merged onto a new German company, which will hold all of the shares of Agennix and a €15 million cash contribution by dievini Hopp BioTech holding GmbH & Co KG, an investment company of Dietmar Hopp. The merger combines GPC Biotech's and Agennix's oncology pipelines, including Agennix's Phase 3 novel oncology therapy, talactoferrin, with the clinical development and financial resources of GPC Biotech and dievini Hopp BioTech holding.

The Management Board and Supervisory Board of GPC Biotech, as well as the Board of Directors of Agennix, have voted unanimously to support the proposed merger, which is subject to the approval of the shareholders' meetings of both GPC Biotech and the new company. GPC Biotech plans to submit the merger agreement to its shareholders for voting at a shareholders' meeting in the first half of 2009. The merger agreement between GPC Biotech and the new company will be subject to further closing conditions, including any necessary anti-trust clearances. The merger is expected to be completed by the end of 2009.

Bernd R. Seizinger, M.D., Ph.D., Chief Executive Officer of GPC Biotech, said: "We are truly excited to join forces with Agennix to develop their novel approach to cancer therapy, talactoferrin, which is currently in Phase 3 clinical development in non-small cell lung cancer, an area of major unmet need and the most frequent cause of cancer death. The skill set and programs that the Agennix team brings to the combined organization is highly complementary to our own group and pipeline. Together we will be able to build a new and vital company that is focused on developing important new treatments for cancer."

The new company will focus on the development of new anti-cancer therapies. The lead compound will be Agennix's talactoferrin, a novel oral agent being developed for lung, kidney and other cancers, as well as for severe sepsis. Talactoferrin has recently entered Phase 3 clinical testing for non-small cell lung cancer (NSCLC). In addition to orally administered talactoferrin, other programs the new company will focus on include: topical talactoferrin in clinical development for the treatment of diabetic foot ulcers; and RGB-286638 from GPC Biotech, a novel multi-targeted kinase inhibitor currently in Phase 1 testing for advanced solid tumors. Furthermore, GPC Biotech is currently talking with Yakult Honsha Co. Ltd., its partner in Japan for the oral platinum compound, satraplatin, regarding further development and registrational efforts for this program.

https://www.bionity.com/en/news/97185/gpc-biotech-and-agennix-announce-proposed-merger.html