Immunome (Nasdaq: IMNM), a biopharmaceutical company specializing in antibody therapeutics, and Morphimmune, a biotech firm known for targeted oncology therapeutics, have entered into a definitive merger agreement. This merger is expected to create a synergistic platform for developing best-in-class targeted cancer therapies across multiple modalities.
Immunome: New Leadership and Investment
Following the merger, the company will operate under the name Immunome and will be led by Morphimmune’s current President & CEO, Dr. Clay B. Siegall, who is also the former co-founder & CEO of Seagen, Inc. His past achievements include earning FDA approvals for four cancer therapies and overseeing Seagen’s acquisition by Pfizer, Inc. for $43 billion.
A concurrent private placement investment of $125 million will further fund the development of Immunome’s combined pipeline, with the intent to submit three Investigational New Drug Applications (INDs) within 18 months of closing.
Locations and Future Plans
Immunome will retain its original ticker symbol and be headquartered in Seattle, WA, with research lab facilities in Exton, PA and West Lafayette, IN. The combined pipeline of the new entity includes a novel anti-IL-38 mAb derived from Immunome’s discovery engine, as well as a folate receptor-targeted TLR7 agonist (FA-TLR7a) and FAP-targeted radioligand (177Lu-FAP).
The company also intends to explore opportunities for strategic in-licensing and further acquisitions. “Combining Morphimmune’s Targeted Effector Platform with Immunome’s Discovery Engine will enable us to pursue novel targets and modalities, unlocking substantial synergistic value,” Dr. Siegall stated.
About the Merger
Immunome will acquire Morphimmune through a tax-free reorganization. After the merger, existing Immunome shareholders will own approximately 55% of the combined company, and Morphimmune shareholders will hold around 45%. The transaction is expected to close by the end of Q4 2023, pending customary closing conditions.
In line with the merger, Dr. Siegall has signed an employment agreement with Immunome and will be granted a stock option for up to 2,137,080 shares of Immunome common stock.
Board of Directors and Advisory Teams
The Board of Directors of the merged entity will include two members selected by Morphimmune, one selected by Immunome, and four independent directors. James P. Boylan, Chief Executive Officer of Enavate Sciences, will join the Board of Directors following the private placement.
Immunome is advised by Stifel as a financial advisor and Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. as legal counsel. Morphimmune is being advised by TD Cowen as a financial advisor and Cooley LLP as legal counsel. TD Cowen and SVB Securities are serving as placement agents for the private placement.
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