ShangPharma Innovation portfolio company Rodin Therapeutics acquired by Alkermes for up to $950 million

DUBLIN and BOSTONNov. 18, 2019 /PRNewswire/ — Alkermes plc (Nasdaq: ALKS) and Rodin Therapeutics, Inc. (Rodin) today announced that they have entered into a definitive agreement under which Alkermes will acquire Rodin, a privately held biopharmaceutical company focused on developing novel, small molecule therapeutics for synaptopathies. This transaction builds on Alkermes’ experience in central nervous system (CNS) diseases and expands Alkermes’ CNS development efforts into a wide range of neurodegenerative disorders.

Rodin has been working to develop first-in-class, orally-available, brain-permeable therapeutics for synaptopathies by designing molecules that target specific histone deacetylase (HDAC) complexes. Selective inhibition of the HDAC−co-repressor of repressor element-1 silencing transcription factor (CoREST) complex is believed to reactivate neuronal gene expression, strengthen existing synapses and promote the creation of new synapses, while minimizing known class-based hematologic safety concerns.

“Synaptic loss and dysfunction are associated with certain clinical symptoms regardless of the underlying pathology. The platform that Rodin has developed may offer potential utility across a broad spectrum of neuropsychiatric, neurodegenerative and neurodevelopment disorders, such as Alzheimer’s disease, Huntington’s disease, frontotemporal dementia and depression. In addition, this novel science could have potential applicability in oncology and hematological disorders,” stated Craig Hopkinson, M.D., Chief Medical Officer and Senior Vice President of Medicines Development and Medical Affairs at Alkermes. “Based on the compelling research and the significant progress that Rodin has made to advance its chemistry and understanding of selective HDAC inhibition over the last several years, we are excited to enter this interesting area of research and development at this time.”

Synaptic dysfunction is a pathological feature in many neurodegenerative and neuropsychiatric diseases, and synaptic loss correlates closely with cognitive decline. HDACs are a class of proteins involved in chromatin remodeling and gene expression and have been shown to regulate synaptogenesis and synaptic plasticity. Currently available HDAC inhibitors with known prosynaptic effects are associated with dose-limiting hematological toxicities, precluding their use in the treatment of chronic neurologic conditions.

Rodin has demonstrated strong prosynaptic effects with development candidates in multiple preclinical models. Selective inhibition of the HDAC-CoREST complex in these models resulted in increased spine density and synaptic proteins, and improved long-term potentiation at doses that may allow for chronic treatment. Rodin has also studied numerous biomarkers that may help inform the potential clinical development programs for candidates that emerge from its selective HDAC inhibitor platform.

“Rodin’s targeted approach to strengthening synaptic integrity is backed by a robust translational strategy and may have potential across multiple diseases which are characterized by impaired neuronal and synaptic function,” commented Adam Rosenberg, Chief Executive Officer of Rodin. “With its proven ability to develop novel medicines for the treatment of CNS disorders, we believe Alkermes is ideally suited to advance this exciting new approach to neurologic diseases and bring potential new treatment options to patients that may benefit from Rodin’s synaptogenic platform.”

“Building on our broad experience in psychiatry, we believe this transaction will allow us to explore a wide array of neurodegenerative diseases and synaptopathies, which have been areas of significant interest to us as we have advanced our internal pipeline of medicines for CNS disorders. HDAC inhibitors are powerful epigenetic regulators that have therapeutic potential to address some of the most disruptive clinical symptoms that accompany neurogenerative diseases,” commented Richard Pops, Chief Executive Officer of Alkermes. “This investment is reflective of our longstanding commitment to bring new and innovative therapeutic options to patients living with chronic CNS diseases where the unmet medical need is high.”

Alkermes intends to advance Investigational New Drug (IND)-enabling activities for lead preclinical assets in the Rodin development candidate portfolio, potentially prioritizing those ahead of future clinical development of Rodin’s initial clinical candidate. Alkermes also plans to continue Rodin’s preclinical research program focused on the subset of frontotemporal dementia patients with an inherited mutation of the progranulin gene (FTD-GRN) and exploratory work in hematological disorders and oncology.

Alkermes expects to incur approximately $20 million of incremental Research & Development (R&D) expenses in 2020 related to the advancement of Rodin’s development candidates. Alkermes will provide its complete 2020 financial expectations in February 2020.

Deal Terms
Under the terms of the definitive agreement, and subject to the conditions and adjustments set forth therein, Rodin’s security holders will receive an upfront cash payment of $100 million upon the closing of the transaction and will be eligible to receive future payments of up to $850 million upon achievement by Rodin’s development candidates of certain specified clinical and regulatory milestones, and attainment of certain sales thresholds.

The upfront cash payment is expected to be funded by Alkermes’ available cash and accounted for as an asset acquisition, with substantially all of the upfront payment recorded as R&D expense. Alkermes expects to complete the transaction by the end of November 2019.

Advisors
Alkermes’ legal advisor for this transaction is WilmerHale LLP. Rodin’s legal advisor for this transaction is Goodwin Procter LLP.

About Alkermes plc
Alkermes plc is a fully integrated, global biopharmaceutical company developing innovative medicines for the treatment of central nervous system (CNS) diseases and oncology. The company has a diversified commercial product portfolio and a substantial clinical pipeline of product candidates for diseases that include schizophrenia, depression, addiction, multiple sclerosis, and cancer. Headquartered in Dublin, Ireland, Alkermes plc has an R&D center in Waltham, Massachusetts; a research and manufacturing facility in Athlone, Ireland; and a manufacturing facility in Wilmington, Ohio. For more information, please visit Alkermes’ website at www.alkermes.com.

About Rodin Therapeutics, Inc.
Rodin Therapeutics, Inc. is a biopharmaceutical company discovering and developing first-in-class therapeutics by applying novel chemical strategies to target protein complexes that selectively modulate gene expression. Rodin’s targeted approach is backed by a robust translational strategy and has potential across multiple diseases, including Alzheimer’s disease, Lewy body dementia, Huntington’s disease, frontotemporal dementia, sickle cell disease and oncology.

Alkermes Note Regarding Forward-Looking Statements
Certain statements set forth in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including, but not limited to, statements concerning: the expected timeline for completion of the transaction; the potential therapeutic value of HDAC inhibitors and of Rodin’s platform and development candidate portfolio; the potential utility of the Rodin platform and development candidate portfolio across a wide spectrum of neurological disorders, in hematological disorders and in oncology; expansion of Alkermes’ presence and development efforts in CNS to include neurodegenerative disorders and synaptopathies; Alkermes’ plans for, and expected costs related to, the development of the Rodin development candidate portfolio, including preclinical activities related to FTD-GRN and exploratory work in hematological disorders and oncology; and the expected upfront payment and potential future payments to Rodin in connection with the transaction. Alkermes cautions that forward-looking statements are inherently uncertain. The forward-looking statements are neither promises nor guarantees and they are necessarily subject to a high degree of uncertainty and risk. Actual performance and results may differ materially from those expressed or implied in the forward-looking statements due to various risks and uncertainties. These risks and uncertainties include, among others: that the transaction may involve unexpected costs, liabilities or delays; that a condition to the closing of the transaction may not be satisfied or waived in a timely manner or at all and may result in closing being delayed or not occurring; that a party may terminate the definitive agreement relating to the transaction prior to its consummation; that the preclinical research and data relating to Rodin development candidates, including preclinical activities related to FTD-GRN and exploratory work in hematological disorders and oncology, may not be predictive of results of future preclinical or clinical studies or real-world results; that regulatory submissions for Rodin’s development candidates may not occur or be submitted or accepted in a timely manner or at all; that Rodin’s development candidates will not be developed and approved on the expected timeline or at all, including as a result of clinical trial design or enrollment or as a result of any safety or efficacy issues that may arise as part of any clinical trial; that, even if approved, the market for any such development candidate may be smaller than expected or that Alkermes may not be successful in accessing such market; that the anticipated benefits of the transaction, including expansion of Alkermes’ development efforts and presence in CNS, may not be achieved; and those risks and uncertainties described under the heading “Risk Factors” in Alkermes’ Annual Report on Form 10-K for the year ended Dec. 31, 2018 and in subsequent filings made by the company with the U.S. Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Except as required by law, Alkermes disclaims any intention or responsibility for updating or revising any forward-looking statements contained in this press release.

Alkermes Contacts:

For Investors:

Sandy Coombs 

+1 781 609 6377

For Media: 

Eva Stroynowski

+1 781 609 6823

Rodin Therapeutics Contacts:

For Media: 

Stephanie Simon

+1 617 581 9333

Artios Pharma, MD Anderson and ShangPharma Announce In-Licensing Agreement for DNA Damage Response Inhibitor

CAMBRIDGE, England and HOUSTON and SOUTH SAN FRANCISCO, Calif., Nov. 6, 2019 /PRNewswire/ — Artios Pharma Limited (Artios), The University of Texas MD Anderson Cancer Center (MD Anderson) and ShangPharma Innovation (ShangPharma) today announce the in-licensing by Artios of a small-molecule ATR inhibitor programme, developed jointly by MD Anderson and ShangPharma.

Under the agreement, Artios has exclusive rights to research, develop, manufacture and commercialize products globally. The lead candidate is expected to be ready for Investigational New Drug (IND) application by the second half of 2020.

“This programme has the potential to be a highly effective DNA damage response (DDR) targeted treatment in cancer. We look forward to advancing the work done by MD Anderson and ShangPharma for the benefit of cancer patients,” said Dr. Niall Martin, Chief Executive Officer at Artios Pharma. “The addition of the ATR programme further supports our position as a leader in the DDR space and strengthens our growing portfolio of assets, which includes a leading Polθ programme, currently in candidate IND evaluation, and a large discovery stage platform of novel DNA repair nuclease inhibitors.”

The ATR inhibitor programme is the result of an extensive collaboration between MD Anderson’s Therapeutics Discovery team and ShangPharma. Therapeutics Discovery is a multidisciplinary team created within MD Anderson to advance the next generation of cancer therapies to answer unmet oncology needs.

“Targeting DNA damage repair has the potential to provide an important therapeutic option for many patients in need of new treatments,” said Philip Jones, Ph.D., vice president of Therapeutics Discovery at MD Anderson. “We are pleased Artios will leverage its unique expertise in this field to advance this novel therapy toward the clinic to improve outcomes for cancer patients.”

ATR[1] is an important signalling protein in DNA double strand break repair and replication stress. Through inhibition of ATR, tumours bearing an ATM[2] deficiency can be selectively killed through a concept known as synthetic lethality. High levels of ATM mutations and protein loss have been characterised across many different tumour types, creating a significant opportunity for ATR inhibitors clinically. Based on clinical observations at MD Anderson, Therapeutics Discovery engaged with ShangPharma and its affiliate, ChemPartner, to develop small-molecule inhibitors of the DDR that could benefit patients across multiple cancer types.

“We are proud of the entire collaboration team, including ChemPartner, led by Sarah Lively, Ph.D., vice president of Innovation and New Technologies, for advancing the programme from early-stage research to formal drug discovery and development,” said Walter Moos, Ph.D., CEO of ShangPharma Innovation. “We are pleased to transition this important programme to the capable development team at Artios, and we hope this ultimately provides an impactful therapy for those afflicted with cancer.”

About Artios Pharma Limited

Artios is a leading DNA Damage Response (DDR) company focused on developing first-in-class treatments for cancer. The Company, founded by SV Health Investors in 2016, is led by an experienced scientific and leadership team with proven expertise in DDR drug discovery. It has a unique partnership with Cancer Research UK (CRUK), and collaborations with leading DNA repair researchers worldwide, such as The Institute of Cancer Research (ICR), London, the Netherlands Cancer Institute (NKI) and the National Centre for Biomolecular Research at Masaryk University in the Czech Republic. Artios is building a pipeline of next-generation DDR programmes to target hard to treat cancers. Backed by blue chip investors including: AbbVie Ventures, Andera Partners, Arix Bioscience, IP Group plc, LSP, M Ventures, Novartis Venture Fund, Pfizer Ventures and SV Health Investors. Artios is based in Cambridge, UK and New York CityUSA. For more information, please visit www.artiospharma.com

About MD Anderson

The University of Texas MD Anderson Cancer Center in Houston ranks as one of the world’s most respected centers focused on cancer patient care, research, education and prevention. The institution’s sole mission is to end cancer for patients and their families around the world. MD Anderson is one of only 50 comprehensive cancer centers designated by the National Cancer Institute (NCI). MD Anderson is ranked No.1 for cancer care in U.S. News & World Report’s “Best Hospitals” survey. It has ranked as one of the nation’s top two hospitals for cancer care since the survey began in 1990, and has ranked first 15 times in the last 18 years. MD Anderson receives a cancer center support grant from the NCI of the National Institutes of Health (P30 CA016672).

About ShangPharma Innovation Inc.

ShangPharma Innovation Inc. is a healthcare venture capital firm that accelerates and facilitates pharmaceutical discovery and development. With a focus on therapeutics and technology platforms, ShangPharma Innovation offers funding, incubator space and other support to its ecosystem of portfolio companies, collaborators and partners. This includes sponsoring biotech start-ups and proof-of-concept research at major academic and medical centers and research institutes. ShangPharma maintains an active relationship with its affiliate and preferred provider, ChemPartner, a full-service preclinical CRO. For more information, see www.spiivc.com and www.chempartner.com.

About ATR & ATM

ATM and ATR kinases are key mediators of DNA damage response (DDR) which induce cell cycle arrest and facilitate DNA repair via their downstream targets. Inhibiting the DDR has become an attractive therapeutic concept in cancer therapy, since resistance to genotoxic therapies has been associated with increased DDR signaling, and many cancers have defects in certain components of the DDR rendering them highly dependent on the remaining DDR pathways for survival. ATM and ATR act as the apical regulators of the response to DNA double strand breaks and replication stress, respectively, with overlapping but non-redundant activities. (Weber AM; Ryan AJ Pharmacol Ther. 2015 May; 149:124-38.)

MORPHIC ANNOUNCES PRICING OF UPSIZED INITIAL PUBLIC OFFERING

June 26, 2019 at 8:30 PM EDT

WALTHAM, Mass.–(BUSINESS WIRE)–Jun. 26, 2019– Morphic Holding, Inc.(“Morphic”), a biopharmaceutical company discovering and developing oral small-molecule integrin therapeutics, today announced the pricing of its upsized initial public offering of 6,000,000 shares of its common stock at a price to the public of $15.00 per share. The shares are expected to begin trading on The Nasdaq Global Market on June 27, 2019 under the symbol “MORF.” The offering is expected to close on July 1, 2019, subject to customary closing conditions. The gross proceeds from the offering, before deducting underwriting discounts and commissions and other estimated offering expenses payable by Morphic, are expected to be approximately $90.0 million. In addition, the underwriters have been granted a 30-day option to purchase up to an additional 900,000 shares of common stock.

Jefferies LLC, Cowen and Company, LLC, BMO Capital Markets Corp. and Wells Fargo Securities, LLC are acting as joint book-running managers for the offering.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission and became effective on June 26, 2019. The offering is being made only by means of a prospectus. A copy of the final prospectus relating to the offering, when available, may be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, by telephone at 877-821-7388 or by email at prospectus_department@jefferies.com, from Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, by telephone at (631) 592-5973 or by email at PostSaleManualRequests@broadridge.com; from BMO Capital Markets Corp. at 3 Times Square, New York, NY 10036, Attention: Equity Syndicate Department, by telephone at (800) 414-3627 or by email to bmoprospectus@bmo.com; or from Wells Fargo Securities, LLC 375 Park Avenue, New York, New York 10152, Attention: Equity Syndicate Department, or by calling (800) 326-5897, or by emailing cmclientsupport@wellsfargo.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Morphic

Morphic Therapeutic, Inc. is a biopharmaceutical company applying its proprietary insights into integrins to discover and develop a pipeline of potentially first-in-class oral small-molecule integrin therapeutics for the treatment of serious chronic diseases, including autoimmune, cardiovascular and metabolic diseases, fibrosis and cancer. Morphic has developed an exclusive technology platform by leveraging its unique understanding of integrin structure and biology to develop novel product candidates designed to achieve the potency, high selectivity and pharmaceutical properties required for oral administration. Morphic Therapeutic, Inc. is the wholly-owned operating unit of Morphic Holding, Inc.

 

Source: Morphic Holding, Inc.

Morphic Contact
Robert E. Farrell, Jr., VP Finance and Ops and Treasurer
bob.farrell@morphictx.com
781-996-0955

Media Contact
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