LONDON, UK: AstraZeneca announced an agreement to acquire Neogene Therapeutics Inc., for a total consideration of up to $320 million, on a cash and debt free basis. This will include an initial payment of $200 million on deal closing, and a further up to $120 million in both contingent milestones-based and non-contingent consideration.

Neogene Therapeutics is a global clinical-stage biotechnology company pioneering the discovery, development and manufacturing of next-generation T-cell receptor therapies (TCR-Ts) that offer a novel cell therapy approach for targeting cancer.

The transaction is expected to close in the first quarter of 2023, subject to customary closing conditions and regulatory clearances. The transaction does not impact AstraZeneca’s financial guidance for 2022.

With a shared goal of bringing cell therapies to patients with solid tumours, Neogene’s expertise in TCR-T discovery, development and manufacturing will strengthen AstraZeneca’s ambition to transform outcomes for patients.

TCR-Ts are emerging as a promising therapeutic modality in cancer treatment. Most current cell therapy approaches in oncology focus on modifying the immune system’s T cells to recognise proteins expressed on the surface of cancer cells. In contrast, TCR-Ts can recognise intracellular targets, including cancer-specific mutations, thereby potentially unlocking targets previously inaccessible using cell therapies.

Susan Galbraith, Executive Vice President, Oncology R&D, AstraZeneca, said: “This acquisition represents a unique opportunity to bring innovative science and leading experts in T-cell receptor biology and cell therapy manufacturing together with our internal oncology cell therapy team, unlocking new ways to target cancer. Neogene’s leading TCR discovery capabilities and extensive manufacturing experience complement the cell therapy capability we have built over the last three years and allow us to accelerate the development of potentially curative cell therapies for the benefit of patients.”

Carsten Linnemann, PhD, Chief Executive Officer, Neogene, said: “We are excited to work together with AstraZeneca towards our shared mission of transforming the treatment options for patients with solid tumours using next-generation T-cell receptor therapies. Our expertise, clinical portfolio and platform technologies in this area combined with AstraZeneca’s leadership in oncology and global footprint mean we are well-positioned to translate pioneering science into novel treatments for hard-to-treat cancers.”

Neogene will operate as a wholly owned subsidiary of AstraZeneca, with operations in Amsterdam, the Netherlands and California, US.

Neogene Therapeutics, Inc. is a global biotechnology company focused on discovering, developing and manufacturing next-generation, transformative TCR therapies targeting neoantigens in solid cancers. Neogene is advancing a pipeline of fully individualized TCR therapies as well as TCR therapies targeting shared neoantigens, including mutated KRAS (mKRAS) and mutated TP53 (mTP53).

Neogene Therapeutics was founded by Carsten Linnemann, PhD, Chief Executive Officer of Neogene, and Ton Schumacher, PhD, Principal Investigator at the Netherlands Cancer Institute, Oncode Institute in partnership with Two River, and cell therapy industry veteran Arie Belldegrun, MD, founder of Kite Pharma, Inc. and Co-Founder and Executive Chairman of Allogene Therapeutics, Inc. as well as key investments from Vida Ventures, TPG, EcoR1 Capital, Jeito Capital, Syncona, Polaris Partners and Pontifax.

Neogene has EU headquarters in Amsterdam and US headquarters in Santa Monica. Its team has deep gene and cell therapy expertise and a shared mission to bring next-generation transformative TCR therapies to patients with solid cancers worldwide.