Syncona to Acquire Applied Genetic Technologies

Venture firm Syncona is acquiring Applied Genetic Technologies Corporation, a company focused on the development and commercialization of adeno-associated virus-based gene therapies for the treatment of rare and debilitating diseases with an initial focus on inherited retinal diseases, for approximately $23.5 million plus potential future contingent value rights of up to $50.0 million.

Photo: Sue Washer, president and CEO of AGTC

The board of directors of AGTC unanimously recommends that the shareholders of AGTC tender their shares in the tender offer once it is commenced, citing the challenges in funding continued operations given the state of equity and other funding markets.

“Our team has completed groundbreaking work for patients living with devastating retinal diseases,” said Sue Washer, president and CEO of AGTC. “This transaction allows continued progress in advancing an important therapy for XLRP patients while also maximizing immediate and potential long-term value to our shareholders. On closing, AGTC will be Syncona’s third company focused on retinal gene therapy, and we look forward to transitioning AGTC-501 to Syncona’s experienced stewardship with the goal of advancing this differentiated product candidate to patients with XLRP.”

Under the terms of the definitive agreement, an indirect subsidiary of Syncona Limited will initiate a tender offer to acquire all outstanding shares of AGTC common stock. The upfront cash consideration in the transaction will consist of $0.34 per share of AGTC common stock. AGTC equity holders will also receive in the transaction, for each share of AGTC common stock, one non-tradeable CVR. The holders of the CVRs will be entitled to receive payments of up to an additional $50.0 million in the aggregate upon the achievement of certain milestones related to transactions involving AGTC’s assets and regulatory and commercial milestones related to AGTC’s products. The $0.34 per share represents a premium of approximately 42 percent and the potential for up to $1.07 per share (inclusive of the potential CVR value) represents a premium of up to approximately 344 percent over AGTC’s closing stock price on October 21, 2022.

The transaction is expected to close in the fourth quarter of 2022.

Author: Rare Daily Staff