WALTHAM, Mass.--(BUSINESS WIRE)--
Inc. (Nasdaq: IMGN), a biotechnology company that develops targeted
anticancer therapeutics using its antibody-drug conjugate (ADC)
technology, today announced a $200 million non-dilutive royalty
transaction with funds managed by TPG Special Situations Partners
In return for the payment to ImmunoGen, TSSP will have the right to
receive 100% of the royalty revenue on Kadcyla® commercial sales that
would otherwise be paid by Roche to ImmunoGen until TSSP has received a
total of either $235 million or $260 million, depending on timing. After
this threshold is met, if ever, ImmunoGen will receive 85% of the
Kadcyla royalty revenue and TSSP will receive 15% of the Kadcyla royalty
revenue until this revenue stream ends. The transaction is subject to
the satisfaction of customary closing conditions and is expected to
close in early April 2015.
ImmunoGen had approximately $107 million in cash and cash equivalents as
of December 31, 2014. The transaction announced today is expected to
yield net proceeds to ImmunoGen of approximately $194 million.
"With these funds, we are well positioned to implement strong clinical
development programs for our promising product candidates, including
initiation of potential registration trials as appropriate," commented
David Johnston, EVP and Chief Financial Officer. "This transaction has
met our objectives of obtaining significant cash while avoiding the
dilutive effect of a stock offering and retaining for our shareholders
the majority of upside from substantial Kadcyla sales development."
ImmunoGen will provide updated guidance for its 2015 fiscal year on
April 24, 2015, when the Company reports its quarterly financial results.
MTS Health Partners, L.P. served as financial advisor and Mintz, Levin,
Cohn, Ferris, Glovsky and Popeo, P.C. served as legal advisor to
ImmunoGen. Cooley LLP served as legal advisor to TSSP.
About Kadcyla Royalties
Genentech, a member of the Roche Group, developed Kadcyla
(ado-trastuzumab emtansine) using ADC technology licensed from ImmunoGen
under a 2000 agreement established between the companies. This agreement
entitles ImmunoGen to receive royalties ranging from 3-5% on Kadcyla
sales in countries where ImmunoGen holds valid patents covering Kadcyla,
and 2% in countries without relevant ImmunoGen patents. ImmunoGen is
entitled to receive royalties on commercial Kadcyla sales in each
country for ten years after the launch of Kadcyla in that country. This
period extends to twelve years for each country in which ImmunoGen has
valid claims in relevant patents on the tenth anniversary of the
commercial launch of Kadcyla in that country.
About TPG Special Situations Partners
TSSP, with over $11 billion of assets under management as of December
31, 2014, is the dedicated credit platform of TPG, a leading global
private investment firm founded in 1992. TSSP has extensive experience
with highly complex, global public and private investments executed
through primary originations, secondary market purchases and
restructurings. TSSP has since inception invested in the healthcare
space including working with companies and academic institutions on
royalty monetization transactions, debt financings, late stage clinical
trial fundings, and other healthcare related financings.
About ImmunoGen, Inc.
ImmunoGen, Inc. develops targeted anticancer therapeutics. The Company's
ADC technology uses tumor-targeting antibodies to deliver an ImmunoGen
cell-killing agent specifically to cancer cells. The Company utilizes
its ADC technology with its antibodies to create ImmunoGen product
candidates and also out-licenses limited rights to use its technology to
other companies. Roche's Kadcyla is the first marketed product with
ImmunoGen's ADC technology. More information about the Company can be
found at www.immunogen.com.
Kadcyla® is a registered trademark of Genentech, a member of the Roche
This press release includes forward-looking statements related to
potential future Kadcyla royalties and development of ImmunoGen product
candidates. For these statements, ImmunoGen claims the protection of the
safe harbor for forward-looking statements provided by the Private
Securities Litigation Reform Act of 1995. Various factors could cause
ImmunoGen's actual results to differ materially from those discussed or
implied in the forward-looking statements, and you are cautioned not to
place undue reliance on these forward-looking statements, which are
current only as of the date of this release. Factors that could cause
future results to differ materially from such expectations include, but
are not limited to the timing and outcome of ImmunoGen's research and
clinical development processes; the difficulties inherent in the
development of novel therapeutics, including uncertainties as to the
timing, expense and results of clinical trials and regulatory processes;
the magnitude and timing of Kadcyla sales development; and other factors
more fully described in ImmunoGen's Annual Report on Form 10-K for the
fiscal year ended June 30, 2014 and other reports filed with the
Securities and Exchange Commission.
Carol Hausner, 781-895-0600
Pure Communications, Inc.
Dan Budwick, 973-271-6085
Source: ImmunoGen, Inc.
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