Bristol-Myers Squibb to Acquire IFM Therapeutics to Strengthen Oncology Pipeline Focus on Innate Immunity
August 03 2017 - 4:00PM
Business Wire
- Gains full rights to IFM’s
preclinical STING and NLRP3 agonist programs focused on enhancing
the innate immune response for treating cancer
- Programs represent potentially
differentiated approaches to initiate and augment immune responses
in non-inflamed tumors
- IFM Therapeutics to receive $300
million upfront with potential of up to $1.01 billion in milestones
for each of the first products from the two programs
Bristol-Myers Squibb Company (NYSE:BMY) and IFM Therapeutics
(IFM) announced today that the companies have signed a definitive
agreement under which Bristol-Myers Squibb will acquire all of the
outstanding capital stock of IFM Therapeutics, a venture-backed
biotech company focused on developing therapies that modulate novel
targets in the innate immune system to treat cancer, autoimmunity
and inflammatory disorders.
The acquisition will give Bristol-Myers Squibb full rights to
IFM’s preclinical STING (stimulator of interferon genes) and NLRP3
agonist programs focused on enhancing the innate immune response
for treating cancer, and is an example of Bristol-Myers Squibb’s
continued focus on leveraging external innovation to expand and
develop its portfolio of transformative medicines. IFM’s STING
agonist program includes a lead asset that accelerates the
company’s efforts against this target, while the NLRP3 agonist
program includes a potential first-in-class pipeline candidate.
“Targeting innate immunity pathways represents a potentially
differentiated approach in immuno-oncology designed to initiate and
augment immune responses that may help the body’s natural defenses
better recognize and attack tumors,” said Thomas Lynch, Jr., M.D.,
executive vice president, chief scientific officer, Bristol-Myers
Squibb. “The addition of STING and NLRP3 agonist programs broadens
our ability to investigate additional pathways across the immune
system and complements our immuno-oncology portfolio. We look
forward to advancing the development of these important programs
initiated by Gary Glick, his leadership team and leading academic
and industry experts across immunology and oncology.”
“A comprehensive body of preclinical data support the continued
research of IFM’s NLRP3 and STING agonists with a goal of
uncovering their potential benefit to patients, particularly those
not served by currently available cancer immunotherapeutics. Based
on its deep expertise and leadership positions in immunology,
oncology, and immuno-oncology, Bristol-Myers Squibb is uniquely
positioned to accelerate these programs and maximize their
potential,” said Gary D. Glick, Ph.D., CEO and co-founder of IFM
Therapeutics.
“The company is delighted by the validation this deal brings to
IFM’s technology, and under the stewardship of Bristol-Myers
Squibb, researching the promise it holds for potentially improving
the lives of patients,” said Jean-François Formela, M.D., chair of
the IFM board.
Under the terms of the agreement, Bristol-Myers Squibb will pay
$300 million upon closing of the transaction. IFM stockholders also
will be entitled to additional contingent payments of up to $1.01
billion for each of the first products from the two programs upon
the achievement of certain development, regulatory and sales
milestones. Also, IFM is eligible for additional contingent
milestone payments for further products resulting from these
programs. In connection with the acquisition, a newly formed entity
will be established by the current shareholders of IFM - IFM
Therapeutics LLC – and it will retain IFM’s current personnel and
facilities, as well as its remaining research programs, which
include an NLRP3 antagonist program focused on curbing immune
responses that lead to inflammatory diseases and fibrosis. In
consideration of an additional payment at closing and future
investment, Bristol-Myers Squibb will be granted at closing certain
rights against the newly formed entity’s NLRP3 antagonist program,
including a right of first refusal.
The transaction has been approved by the boards of directors of
both companies and by the stockholders of IFM.
Bristol-Myers Squibb and IFM anticipate the transaction will
close during the third quarter of 2017. Closing of the transaction
is subject to customary closing conditions, including clearance
under the Hart-Scott-Rodino Antitrust Improvements Act.
About the Innate Immune System
The innate immune system is the body’s first line of
immunological response and the master regulator of subsequent
immune activity. In cancer, the innate immune system mediates
presentation of tumor antigens, priming and activation of
tumor-specific immune cells that enable optimal development of
adaptive anti-tumor immunity. Existing immunotherapies are mostly
focused on harnessing the adaptive immune system to target and
destroy tumors. However, some tumors are not easily recognized by
the immune system, and thus will continue to grow. Targeting
mechanisms involved in the innate immune response will potentially
lead to the activation of dendritic cells and priming of
tumor-targeted T cells and enhance anti-tumor activity.
About Bristol-Myers Squibb
Bristol-Myers Squibb is a global biopharmaceutical company whose
mission is to discover, develop, and deliver innovative medicines
that help patients prevail over serious diseases. For more
information about Bristol-Myers Squibb, visit us
at BMS.com or follow us on LinkedIn, Twitter,
YouTube and Facebook.
About IFM Therapeutics
IFM Therapeutics is a privately held biopharmaceutical company
based in Boston, Massachusetts and financed by Atlas Venture,
Abingworth, and Novartis. The company was founded in 2015 by an
international group of preeminent scientists and physicians who
have spent decades understanding innate immunity and the role it
plays in regulating the immune system. IFM’s team has discovered
and developed small molecules that modulate novel targets in the
innate immune system as next-generation therapies for cancer,
autoimmunity, and inflammatory disorders. For more information,
please visit www.ifmthera.com.
Bristol-Myers Squibb Forward-Looking Statement
This press release contains “forward-looking statements” as that
term is defined in the Private Securities Litigation Reform Act of
1995 regarding the research, development, and commercialization of
pharmaceutical products. Such forward-looking statements are
based on current expectations and involve inherent risks and
uncertainties, including factors that could delay, divert or change
any of them, and could cause actual outcomes and results to differ
materially from current expectations. No forward-looking
statement can be guaranteed. Among other risks, there can be
no guarantee that the acquisition will be completed, or if it is
completed, that it will close within the anticipated time period,
or that the expected benefits of the acquisition will be realized.
The actual financial terms of this transaction may differ from the
expected financial impact described in this press release. In
addition, the compounds described in this release are subject to
all the risks inherent in the drug development process, and there
can be no assurance that the development of these compounds will be
successful. Forward-looking statements in this press release should
be evaluated together with the many uncertainties that affect
Bristol-Myers Squibb's business, particularly those identified in
the cautionary factors discussion in Bristol-Myers Squibb's Annual
Report on Form 10-K for the year ended December 31, 2016 in our
Quarterly Reports on Form 10-Q and our Current Reports on Form
8-K. Bristol-Myers Squibb undertakes no obligation to publicly
update any forward-looking statement, whether as a result of new
information, future events or otherwise.
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Bristol-Myers SquibbMedia:Ken Dominski,
609-252-5251ken.dominski@bms.comorLisa McCormick Lavery,
609-252-7602lisa.mccormicklavery@bms.comorInvestors:Tim
Power, 609-252-7509timothy.power@bms.comorBill Szablewski,
609-252-5894william.szablewski@bms.com
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