Synthetic Biologics, an Ann Arbor, Mich.-based developer of synthetic biologics and innovative medicines for unmet medical needs, and Intrexon, a Germantown, Md.-based synthetic biology company that provides control over cellular function, have entered into a second worldwide exclusive channel collaboration through which Synthetic Biologics intends to develop and commercialize a series of monoclonal antibody (mAb) therapies for the treatment of certain infectious diseases not adequately addressed by existing therapies.
Utilizing Intrexon's suite of proprietary technologies, including the mAbLogix platform for rapid discovery of fully human mAbs, Synthetic Biologics' initial efforts will target three infectious disease indications. The collaboration may optionally be expanded to include up to an additional five infectious disease indications. Synthetic Biologics intends to disclose selected indications from time to time as business and commercial considerations dictate.
"Through this second worldwide exclusive collaboration, we are pleased to strengthen our relationship with Intrexon and develop new therapeutics for unmet medical needs, in an effort to build value for our shareholders,” said Jeffrey Riley, CEO of Synthetic Biologics. “Intrexon has state-of-the-art technologies and efficient processes that have tremendous potential for the production of a broad spectrum of fully human antibodies. This expanded relationship gives us access to this paradigm-changing platform."
Riley added, "We look forward to applying Intrexon's competencies to the development of a series of monoclonal antibodies for the treatment of infectious diseases that take a tremendous worldwide toll on human life, and to disclosing more about our discovery targets in the near future."
Under terms of the transaction agreements:
- Synthetic Biologics will have broad access within the target indications to Intrexon's comprehensive suite of proprietary technologies, including UltraVector, DNA and RNA MOD engineering, protein engineering, transcription control chemistry, genome engineering, mAbLogix human antibodies, LEAP™-based cell processing and cell system engineering.
- Synthetic Biologics will issue to Intrexon approximately 3.6 million shares of its common stock as a technology access fee upon execution of the agreement; together with previously issued shares, immediately following this transaction Intrexon will own approximately 18% of Synthetic Biologics.
- Synthetic will pay to Intrexon an additional fee, in cash or additional shares of common stock, should it elect to broaden the collaboration beyond the three initial disease indications.
- Upon certain milestones (i.e., the filing of an IND application with the FDA and governmental approval/the initiation of commercial sales), Synthetic Biologics will pay Intrexon a milestone fee in cash or additional shares of common stock.
- Subject to certain expense allocations, Synthetic Biologics will pay Intrexon quarterly royalties in cash on annualized worldwide net sales.
If the NYSE Amex approval of the issuance of the securities described above is not received within 120 days of the date of the execution of the exclusive channel agreement, Intrexon has the right to terminate the exclusive channel collaboration.