RARE Daily

Yumanity to Sell Programs to Janssen, Merge with Kineta

June 6, 2022

Yumanity Therapeutics said it will sell its lead, clinical-stage product candidate YTX-7739 as well as its unpartnered discovery-stage neuroscience product candidates and targets to Janssen Pharmaceutica for $26 million, and merge with the private immuno-oncology company Kineta in an all-stock transaction.

Photo: Richard Peters, president and CEO of Yumanity

The combined company expects to close a PIPE financing in connection with the proposed merger.

The Yumanity and Kineta board of directors have both unanimously approved the definitive merger agreement. The two transactions are expected to close in the second half of 2022, subject to customary closing conditions, including approval of both transactions by the stockholders of Yumanity.

Yumanity said it plans to distribute any remaining available cash proceeds from the sale to Janssen to Yumanity stockholders via a one-time dividend, net of any amounts retained for outstanding obligations and net cash requirements associated with the proposed merger between Yumanity and Kineta.

Under the second definitive agreement, Kineta will become a wholly owned subsidiary of Yumanity in an all-stock transaction, resulting in a combined publicly traded company renamed Kineta that will focus on immuno-oncology and continue Yumanity’s ongoing research collaboration with Merck & Co. in amyotrophic lateral sclerosis and frontotemporal lobar dementia.

Upon completion of the proposed merger, on a pro forma basis and based upon the number of Yumanity shares to be issued in the proposed merger, current Kineta stockholders are expected to own approximately 85 percent of the combined company and current Yumanity stockholders are expected to own approximately 15 percent of the combined company. The actual allocation will be subject to adjustment based on each company’s outstanding equity ownership and Yumanity’s net cash balance at the time of the closing of the proposed merger.

“After evaluating Yumanity’s strategic alternatives, management and our board of directors believes that the proposed transactions are in the best interest of Yumanity’s stockholders,” said Richard Peters, president and CEO of Yumanity.

Kineta’s IND-ready, lead asset is KVA12.1, a potential best-in-class VISTA blocking immunotherapy to address the problem of immunosuppression in the tumor microenvironment. It is a fully human engineered IgG1 monoclonal antibody that was designed to bind to VISTA through a unique epitope. KVA12.1 may be an effective immunotherapy for many types of cancer including NSCLC (lung), colorectal, renal cell carcinoma, head and neck, and ovarian. These initial target indications represent a significant unmet medical need with a large worldwide commercial opportunity for KVA12.1. Kineta is also developing fully human antibodies that target CD27 and CD24. These immunotherapies are engineered to address the problems of exhausted T cells and immunologically silent tumors.

“The proposed merger with Yumanity is a unique opportunity for Kineta to build a leading public immuno-oncology focused company with a diversified pipeline of new treatments for cancer patients,” said Shawn Iadonato, CEO of Kineta. “Kineta has demonstrated expertise in developing novel immunotherapies that will enable us to advance our lead programs towards multiple milestones over the next 18 months.”

Author: Rare Daily Staff

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