Abgenix to Acquire Japan Tobacco's Interests in Xenotech Joint Venture
FREMONT, Calif., Dec. 20 /PRNewswire/ -- Abgenix, Inc. (Nasdaq: ABGX) will
become the sole owner of the XenoMouse(TM), a leading technology for
generating fully human antibody drugs useful in treating a wide range of
diseases, by acquiring all of the interest in the technology owned by JT
America Inc. (JT America). Under the agreements signed today, Abgenix will pay
$47 million to JT America for its 50 percent interest in Xenotech, Inc., and
Xenotech, L.P., (Xenotech), an equally owned limited partnership between the
two companies that created the XenoMouse. Abgenix will also pay $10 million as
compensation to Japan Tobacco, Inc. (JT) to relinquish certain option and
license rights it is currently entitled to. The acquisition, expected to close
by year-end, is contingent upon approval under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976.
"Abgenix's acquisition of Japan Tobacco's share of the Xenotech
partnership reflects our profound enthusiasm for the commercial potential of
the XenoMouse technology," stated R. Scott Greer, president and CEO of
Abgenix. "With sole ownership of this industry-leading technology, we will
capture 100 percent of the value of the XenoMouse technology deals executed to
date as well as remove limits on the number and form of deals Abgenix can do
in the future. For example, our recently completed multi-product alliances
with two leading genomics companies, Human Genome Sciences and CuraGen, will
be facilitated by this transaction."
Under the arrangement, JT will have a research license to use XenoMouse
technology and options to license the technology for a small number of antigen
targets each year. Abgenix also will provide JT with licenses to related
technology. In return for these licenses, JT will pay Abgenix $10 million. JT
also retains options to, or licenses on, several antigen targets it has
previously nominated under the Xenotech structure. For all antibody products
generated using XenoMouse technology and developed by JT, JT will make license
fee payments to Abgenix as well as royalty payments on any product sales.
"Including Japan Tobacco, we have 15 XenoMouse partners pursuing at least
20 product candidates, a number we expect to grow at an accelerating pace,"
Greer noted. "Japan Tobacco has been a tremendously supportive partner for us
over the years, and we look forward to continuing to work with them under the
new arrangement."
A former subsidiary of JT America and Cell Genesys formed Xenotech, an
equally owned limited partnership, in 1991. When Cell Genesys created Abgenix
in 1996 as a wholly owned subsidiary, Cell Genesys assigned its interest in
Xenotech to Abgenix. JT and its subsidiaries invested more than an estimated
$40 million in the creation of XenoMouse technology.
"Japan Tobacco is proud to have contributed to the creation of XenoMouse
technology; however, our strategy regarding XenoMouse technology has evolved
as our pharmaceutical business has grown," stated Mr. Takashi Kato, Managing
Director, Pharmaceutical Division of JT. "Our emphasis now will be on
generating antibody products for our pharmaceutical division to market itself
rather than on creating a royalty based income stream."
Abgenix developed XenoMouse(TM) technology to enable the rapid generation
of high affinity, fully human antibody product candidates to essentially any
disease target appropriate for antibody therapy. Abgenix has collaborative
arrangements with multiple pharmaceutical and biotechnology companies
involving its XenoMouse technology. In addition, Abgenix has multiple
proprietary antibody product candidates under development internally, three of
which are in human clinical trials for graft-versus-host disease, psoriasis,
rheumatoid arthritis, and cancer.
Abgenix also collaborates with the U. S. Army Medical Research Institute
of Infectious Diseases in which the Army uses the XenoMouse technology to make
fully human antibodies that will be tested for their ability to provide
protection against filovirus and poxvirus infections. Filoviruses, such as
Ebola virus and Marburg virus, and poxviruses, including smallpox, pose a
potential biological warfare or bioterrorism threat.
Antibodies are naturally occurring proteins that the body's immune system
uses to combat many diseases. As therapeutic products, antibodies have
several potential advantages over other therapies. The highly specific
interaction between an antibody and its target may, for example, reduce
unwanted side effects that may occur with other therapies. Fully human
antibodies are desirable because they avoid the risk of rejection present with
mouse or partial mouse antibodies.
Abgenix is a biopharmaceutical company that develops and intends to
commercialize antibody therapies for the treatment of such conditions as
transplant-related diseases, inflammatory and autoimmune disorders,
cardiovascular disease, infectious diseases, and cancer. For more information
on Abgenix, visit the company's Web site at http://www.abgenix.com.
Statements made in this press release about Abgenix's XenoMouse
technology, product development activities and collaborative arrangements
other than statements of historical fact, are forward looking statements and
are subject to a number of uncertainties that could cause actual results to
differ materially from the statements made, including risks associated with
the success of clinical trials, the progress of research and product
development programs, the regulatory approval process, competitive products,
future capital requirements and the extent and breadth of Abgenix's patent
portfolio. Please see Abgenix's public filings with the Securities and
Exchange Commission for information about risks that may affect Abgenix.
12/20/1999
SOURCE Abgenix, Inc.
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Related links:
http://www.abgenix.com
CONTACT:
Kurt Leutzinger, Vice President and Chief
Financial Officer of Abgenix Inc., 510-608-6575; or Marion E.
Glick of Porter Novelli, 212-601-8273, or 301-251-6003, for
Abgenix, Inc.
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