Telix Pharmaceuticals Limited (ASX: TLX, Nasdaq: TLX, Telix, the
Company) today announces it has completed the acquisition from
antibody engineering company ImaginAb, Inc. (ImaginAb). The
acquisition includes a pipeline of next-generation therapeutic
candidates, a proprietary novel biologics technology platform, and
a protein engineering and discovery research facility to enhance
existing innovation capabilities1.
This transaction delivers a pipeline of drug
candidates against validated cancer targets including DLL32 and
integrin αvβ63, as well as a panel of other agents against novel
targets in early discovery stage. The Company believes that these
next generation drug candidates fit synergistically with Telix’s
therapeutics pipeline, enabling expansion to future therapy areas
with unmet clinical need.
The technology platform and intellectual
property utilizes small, engineered antibody formats that enable
highly specific targeting of cancer with radiation, that exhibit
fast tumor uptake and blood clearance. This technology has the
potential to be highly effective for imaging and treating tumors
with a broad range of radioisotopes, with alpha emitters of
particular interest. The ImaginAb capabilities combined with
Telix’s existing investments in new target development, conjugation
and isotope processing has resulted in a platform that has the
potential to rapidly create a new portfolio of “next generation”
theranostic radiopharmaceuticals.
The transaction adds a state-of-the-art research
facility in Los Angeles to Telix’s U.S. operations, complementing
the Company’s existing radiochemistry platform at Optimal Tracers
(Sacramento, CA), isotope production at ARTMS (Vancouver, Canada)
and bioconjugation chemistry at IsoTherapeutics (Angleton, TX).
ImaginAb’s team of discovery, protein engineering and
radiopharmaceutical development experts will also join the Telix
early development team, further enhancing in-house capabilities in
antibody engineering, protein characterization and preclinical
development.
Dr. Michael Wheatcroft, Chief Scientist, Telix,
said, “The addition of an early-stage pipeline of promising
theranostic assets and a novel biologics platform adds new
optionality for Telix to create the next generation of precision
medicine and therapeutic products, beyond the current
clinical-stage pipeline. We are particularly delighted to welcome a
talented team of experts, further enhancing Telix’s R&D
capabilities.”
Dr. Anna M. Wu, Co-Founder and Board Member,
ImaginAb, added, “The innovative radiotherapeutic technology
platform is designed to optimize radiopharmaceutical therapies with
targeting agents that are more selective and better match the
pharmacology and radiobiology of a given radionuclide. The protein
engineering and discovery team is excited to join Telix and further
unlock the future potential of this platform and theranostic
candidates.”
Transaction details
The upfront consideration value was US$45
million (AU$73 million)4 of which US$10 million (AU$16 million) has
been paid to ImaginAb in cash, with US$31 million (AU$50 million)
paid in equity through the issue of 2,053,311 fully paid ordinary
Telix shares at AU$24.3745 per share5. A deferred payment of up to
US$4 million will be paid to ImaginAb in equity at the conclusion
of a 15-month indemnity period, subject to set-off of any
substantiated claims by Telix above a threshold amount. Upfront
equity consideration is subject to voluntary escrow
(lock-up/leak-out) restrictions6.
Upon achievement of specific key development and
commercial milestones, Telix will pay up to a total of US$185
million (AU$299 million), a portion of which may be paid in cash or
equity at Telix’s election7. Royalties are also payable on net
sales in the low single digits on a limited number of platform and
early-stage products after the first four products have been
developed, as well as single-digit sublicense fees, as
applicable.
About ImaginAb, Inc.
ImaginAb is a clinical stage global
biotechnology company developing the next generation of
radiopharmaceutical imaging agent products. These patented products
contain engineered antibodies that maintain the specificity of
full-length antibodies while remaining biologically inert in the
body. Used with widely available positron emission tomography (PET)
and optical imaging technology, these novel targeting agents are
able to bind specifically to cell surface targets.
Pursuant to the transaction with Telix, ImaginAb
has retained its lead imaging candidate, CD8 ImmunoPET, which is
currently in Phase 2 clinical trials and has been licensed by
numerous pharmaceutical and biotech companies for use in imaging
within immunotherapy clinical trials, primarily in oncology.
Jefferies LLC and Stifel, Nicolaus &
Company, Incorporated served as financial advisors to ImaginAb on
the transaction.
About Telix
Pharmaceuticals Limited
Telix is a biopharmaceutical company focused on
the development and commercialization of therapeutic and diagnostic
radiopharmaceuticals and associated medical technologies. Telix is
headquartered in Melbourne, Australia, with international
operations in the United States, Canada, Europe (Belgium and
Switzerland), and Japan. Telix is developing a portfolio of
clinical and commercial stage products that aims to address
significant unmet medical needs in oncology and rare diseases.
ARTMS, IsoTherapeutics, Lightpoint, Optimal Tracers and RLS are
Telix Group companies. Telix is listed on the Australian Securities
Exchange (ASX: TLX) and the Nasdaq Global Select Market (Nasdaq:
TLX).
Telix’s lead prostate imaging product,
gallium-68 (68Ga) gozetotide injection (also known as 68Ga PSMA-11
and marketed under the brand name Illuccix®), has been approved by
the U.S. Food and Drug Administration (FDA)8, by the Australian
Therapeutic Goods Administration (TGA)9, and by Health Canada10.
Telix has received a positive decision on its Marketing
Authorization Application (MAA) for Illuccix submitted in
Europe11.
Telix’s osteomyelitis (bone infection) imaging
agent, technetium-99m (99mTc) besilesomab, marketed under the brand
name Scintimun®, is approved in 32 European countries and Mexico.
Telix’s miniaturized surgical gamma probe, SENSEI®, for minimally
invasive and robotic-assisted surgery, is registered with the FDA
for use in the U.S. and has attained a Conformité Européenne (CE)
Mark for use in the European Economic Area. No other Telix product
has received a marketing authorization in any jurisdiction.
Visit www.telixpharma.com for further
information about Telix, including details of the latest share
price, ASX and SEC filings, investor and analyst presentations,
news releases, event details and other publications that may be of
interest. You can also follow Telix on LinkedIn, X and
Facebook.
Telix Investor Relations
Ms. Kyahn WilliamsonTelix Pharmaceuticals
LimitedSVP Investor Relations and Corporate CommunicationsEmail:
kyahn.williamson@telixpharma.com
This announcement has been authorised for
release by the Telix Pharmaceuticals Limited Disclosure Committee
on behalf of the Board.
Legal Notices
You should read this announcement together with
our risk factors, as disclosed in our most recently filed reports
with the Australian Securities Exchange (ASX), U.S. Securities and
Exchange Commission (SEC), including our registration statement on
Form 20-F filed with the SEC, or on our website.
The information contained in this announcement
is not intended to be an offer for subscription, invitation or
recommendation with respect to securities of Telix Pharmaceuticals
Limited (Telix) in any jurisdiction, including the United States.
The information and opinions contained in this announcement are
subject to change without notification. To the maximum extent
permitted by law, Telix disclaims any obligation or undertaking to
update or revise any information or opinions contained in this
announcement, including any forward-looking statements (as referred
to below), whether as a result of new information, future
developments, a change in expectations or assumptions, or
otherwise. No representation or warranty, express or implied, is
made in relation to the accuracy or completeness of the information
contained or opinions expressed in the course of this
announcement.
This announcement may contain forward-looking
statements, including within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995, that relate to
anticipated future events, financial performance, plans, strategies
or business developments. Forward-looking statements can generally
be identified by the use of words such as “may”, “expect”,
“intend”, “plan”, “estimate”, “anticipate”, “believe”, “outlook”,
“forecast” and “guidance”, or the negative of these words or other
similar terms or expressions. Forward-looking statements involve
known and unknown risks, uncertainties and other factors that may
cause our actual results, levels of activity, performance or
achievements to differ materially from any future results, levels
of activity, performance or achievements expressed or implied by
these forward-looking statements. Forward-looking statements are
based on Telix’s good-faith assumptions as to the financial,
market, regulatory and other risks and considerations that exist
and affect Telix’s business and operations in the future and there
can be no assurance that any of the assumptions will prove to be
correct. In the context of Telix’s business, forward-looking
statements may include, but are not limited to, statements about:
the anticipated benefits of Telix’s transaction with ImaginAb; the
initiation, timing, progress and results of Telix’s preclinical and
clinical trials, and Telix’s research and development programs;
Telix’s ability to advance product candidates into, enrol and
successfully complete, clinical studies, including multi-national
clinical trials; the timing or likelihood of regulatory filings and
approvals for Telix’s product candidates, manufacturing activities
and product marketing activities; Telix’s sales, marketing and
distribution and manufacturing capabilities and strategies; the
commercialisation of Telix’s product candidates, if or when they
have been approved; Telix’s ability to obtain an adequate supply of
raw materials at reasonable costs for its products and product
candidates; estimates of Telix’s expenses, future revenues and
capital requirements; Telix’s financial performance; developments
relating to Telix’s competitors and industry; and the pricing and
reimbursement of Telix’s product candidates, if and after they have
been approved. Telix’s actual results, performance or achievements
may be materially different from those which may be expressed or
implied by such statements, and the differences may be adverse.
Accordingly, you should not place undue reliance on these
forward-looking statements.
©2025 Telix Pharmaceuticals Limited. The Telix
Pharmaceuticals®, Telix Group company, and Telix product names and
logos are trademarks of Telix Pharmaceuticals Limited and its
affiliates – all rights reserved. Trademark registration status may
vary from country to country.
1 Refer to Telix ASX disclosure 13 January 2025.2 Delta-like
ligand 3, a cell surface protein overexpressed in high-grade
neuroendocrine tumors and small cell lung cancer (SCLC).3 Integrin
αvβ6 is a cell surface protein overexpressed during wound healing
and in cancer.4 All references to AUD have been converted at the
AUD/USD exchange rate of 1.614.5 Volume weighted average price of
shares (VWAP) for the 10 trading day period up to and including 10
January 2025. Refer to Appendix 2A lodged with ASX today for
further details.6 Refer to Appendix 2A lodged with ASX today for
further details.7 Refer to Appendix 3G lodged with ASX today for
further details.8 Telix ASX disclosure 20 December 2021.9 Telix ASX
disclosure 2 November 2021.10 Telix ASX disclosure 14 October
2022.11 Telix ASX disclosure 17 January 2025.
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