PARIS: Ipsen (Euronext: IPN; ADR: IPSEY) and Memo Therapeutics AG announced today they have entered into a definitive share purchase agreement.
Under the terms, Ipsen will acquire all outstanding shares of Memo Therapeutics, with a primary focus on advancing the Phase II asset, potravitug.
The acquisition centers on a promising antibody designed to combat the BK polyomavirus (BKPyV)—a frequent and serious complication in renal transplant patients that can lead to graft loss and transplant failure. Potravitug has already received Fast Track designation from the U.S. Food and Drug Administration (FDA) in May 2023 and Orphan Drug Designation in the European Union in December 2025.
A Strategic Fit for Rare Disease Leadership
“This acquisition reinforces our commitment to delivering transformative solutions for patients with significant unmet needs,” said Christelle Huguet, PhD, EVP and Head of R&D at Ipsen. “With potravitug, we have the opportunity to add a promising first-in-class asset to our rare disease pipeline and address the significant clinical consequences of BK virus–associated nephropathy in kidney transplant recipients, where current standards of care can compromise transplant success and graft outcomes.”
Compelling Clinical Data
Potravitug is a monoclonal antibody that targets the BK virus VP1 capsid protein, blocking viral attachment and cellular entry to prevent infection. The Phase II SAFE KIDNEY II trial—the largest placebo-controlled study in this patient population—enrolled 95 patients across 22 U.S. sites. Topline results presented at the American Transplant Congress (ATC) 2026 demonstrated significant antiviral efficacy:
- Viral Clearance: By week 38, 24.4% of treated patients achieved undetectable BKPyV-DNAemia versus 13.0% in the placebo group.
- Viral Load Reduction: Over 40% of patients in the treatment arm achieved a >2-log10 viral load reduction, compared to 24.7% on placebo.
- Histological Improvement: Biopsy-proven BKPyVAN declined from 51.2% to 31.6% in the potravitug group by week 20, with no change in the placebo group.
The therapy was well tolerated, with no treatment-related serious adverse events reported. These results, initially shared at the European Renal Association Congress, build a strong clinical rationale ahead of the planned SAFE KIDNEY III trial initiation later this year.
An Urgent Clinical Need
With no approved targeted therapies currently available, clinicians managing BKPyV reactivation are often forced to reduce immunosuppressive therapy—a strategy that increases the risk of graft rejection.
“BK polyomavirus associated nephropathy is a significant clinical challenge in kidney transplant recipients,” said Dr. Darshana Dadhania, MD, MS, FAST, Medical Director of the Kidney and Pancreas Transplant Program at Weill Cornell Medicine. “Given the frequency and serious consequences of BK virus reactivation, there remains an urgent need for effective therapy that avoids this trade-off.”
Industry and Leadership Perspectives
Erik van den Berg, CEO of Memo Therapeutics, commented: “Today marks a pivotal moment in the Memo Therapeutics AG journey and validates years of scientific innovation. We are thrilled to have attracted Ipsen to take this important medicine forward. With its deep expertise in developing and commercializing medicines for rare diseases, Ipsen can ensure that this breakthrough asset reaches its full potential to deliver a life-changing difference for thousands of kidney transplant patients.”
Transaction Structure
- Upfront Payment: €200 million on a cash-free, debt-free basis at closing.
- Total Potential Consideration: In excess of €700 million, including deferred payments tied to development, regulatory approval, and sales-based milestones.
- Carve-Out: Memo Therapeutics’ non-potravitug assets—including its DROPZYLLA® discovery platform and a collaboration with CSL—along with unrelated employees, will be transferred to a newly incorporated subsidiary, Memorises Bio, retained by Memo Therapeutics’ shareholders.
The transaction is expected to close during Q3 2026, subject to customary conditions. Ipsen has confirmed the impact is factored into its current full-year guidance.
Advisors
Ipsen was advised by Bredin Prat (Paris) and Lenz & Staehelin (Switzerland). Memo Therapeutics received exclusive financial advice from Centerview Partners and legal counsel from Goodwin (London) and Baker McKenzie (Switzerland).
About the Science
Over 100,000 kidney transplants are performed annually worldwide, with more than 28,000 in the U.S. alone. Approximately 90% of recipients are seropositive for BKPyV, and high-level reactivation affects around 30% of patients within the first year post-transplant, underscoring the urgent demand for novel therapeutic options.
About Ipsen
Ipsen is a global biopharmaceutical company focused on delivering transformative medicines in Oncology, Rare Disease, and Neuroscience. Leveraging nearly a century of development experience and a global presence in more than 40 countries, Ipsen is listed in Paris (Euronext: IPN) and the U.S. (ADR: IPSEY).
About Memo Therapeutics AG
Memo Therapeutics is a late-stage biotech company developing best-in-class antibodies using its proprietary DROPZYLLA® technology. The company is backed by investors including Ysios Capital, Kurma Partners, Pureos Bioventures, Swisscanto, Vesalius Biocapital, and Adjuvant Capital.
