Atreca Announces Asset Purchase Agreement for Sale of Antibody-Related Assets and Materials to Immunome

Rhea-AI Summary

Atreca, Inc. (NASDAQ: BCEL) announced a definitive asset purchase agreement with Immunome, Inc. (Nasdaq: IMNM) to sell a collection of antibody-related assets and materials. The agreement includes an upfront payment of $5.5 million and up to $7.0 million in clinical development milestones, totaling up to $12.5 million. Atreca's President and CEO, John Orwin, expressed optimism about the potential of the tumor-targeting antibodies discovered by Atreca, including APN-497444, in oncology. The asset sale is subject to approval from Atreca stockholders holding a majority of the outstanding shares of Atreca’s Class A common stock entitled to vote.

Insights

Financial Analyst

The definitive asset purchase agreement between Atreca, Inc. and Immunome, Inc. involves a transaction that could potentially affect both companies' financial positioning. The upfront payment of $5.5 million represents an immediate cash inflow for Atreca, which could enhance its liquidity and provide capital for other projects or to pay off debts. The additional $7.0 million in clinical development milestones is contingent upon future successes, which introduces an element of speculative value to the deal.

From an investment standpoint, the market often reacts to such news with a focus on the potential for future earnings and the strategic implications of the sale. For Atreca, the divestment of these assets may signal a strategic pivot or a need to secure capital, which could be interpreted in various ways depending on the company's financial health and pipeline robustness. For Immunome, acquiring these assets could mean an expansion of their oncology portfolio, which might lead to revenue growth if the assets achieve clinical and commercial success.

Medical Research Analyst

The sale of antibody-related assets, including APN-497444, highlights a shift in Atreca's operational focus and has implications for the oncology therapeutics market. Antibodies like APN-497444, which are developed from the human immune response, represent a growing area in cancer treatment known for their potential to precisely target and kill cancer cells. The interest from Immunome suggests a validation of the therapeutic potential of these assets.

For stakeholders, the long-term benefits hinge on the clinical success of these assets. If they prove effective, it could lead to improved treatment options for patients and significant financial returns for Immunome. However, the inherent risks of drug development, such as potential clinical trial failures or regulatory hurdles, could impact the anticipated milestones and the overall value of the deal.

Industry Analyst

The transaction between Atreca and Immunome is reflective of the dynamic nature of the biotechnology industry, where asset purchases are common for companies looking to bolster their pipelines. The deal's structure, with milestone payments, is indicative of the industry's risk-sharing practices. It allows the buyer to mitigate risk by tying payments to clinical success, which is a standard approach in biotech collaborations and asset acquisitions.

For the broader market, such deals can lead to consolidation of expertise and resources, potentially accelerating the development of novel therapies. On the flip side, they can also lead to increased competition among companies with similar therapeutic assets. The implications for the stock market will largely depend on investor perception of the deal's strategic fit and the likelihood of the clinical milestones being achieved.

CAMPBELL, Calif., Dec. 26, 2023 (GLOBE NEWSWIRE) -- Atreca, Inc. (“Atreca”) (NASDAQ: BCEL), a biotechnology company focused on developing novel therapeutics generated through a unique discovery platform based on interrogation of the active human immune response, today announced that it entered into a definitive asset purchase agreement with Immunome, Inc. (Nasdaq: IMNM) to sell a collection of antibody-related assets and materials. Under the terms of the agreement, Immunome would pay Atreca up to $12.5 million, consisting of a $5.5 million upfront payment and up to $7.0 million in clinical development milestones.

“We are pleased to announce this asset purchase agreement with Immunome, a company focused on advancing targeted therapies in oncology,” said John Orwin, President and Chief Executive Officer of Atreca. “We continue to believe that the novel, tumor-targeting antibodies discovered by Atreca, including APN-497444, have tremendous potential in oncology, and we are encouraged that Immunome also recognizes their potential.”

The asset sale will require approval from Atreca stockholders holding at least a majority of the outstanding shares of Atreca’s Class A common stock entitled to vote. A stockholder vote will be sought by proxy solicitation which will include a plan of dissolution calling for the liquidation of any remaining assets, satisfying or making reasonable provisions for any remaining obligations, and making distributions to our stockholders of available proceeds, if any. The board of directors of Atreca intends to seek to distribute remaining funds to our stockholders as quickly as possible, as permitted by law and the plan of dissolution.

Forward-Looking Statements

This communication contains “forward-looking statements” which include, but are not limited to, all statements that do not relate solely to historical or current facts, such as statements regarding Atreca’s expectations, intentions or strategies regarding the future, or the completion or effects of the asset sale and the plan of dissolution. In some cases, these statements include words like: “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “objective,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue” and “ongoing,” or the negative of these terms, or other comparable terminology intended to identify statements about the future. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Atreca’s expectations and beliefs regarding these matters may not materialize. Actual outcomes and results may differ materially from those contemplated by these forward-looking statements as a result of uncertainties, risks, and changes in circumstances, including but not limited to risks and uncertainties related to: the ability of the parties to consummate the asset sale, the portion of the cash consideration subject to the achievement of certain clinical development milestones, the ability of Atreca to timely execute the plan of dissolution, the execution costs to Atreca of the asset sale and plan of dissolution, the extent of other liabilities that Atreca will be required to satisfy or reserve for in connection with the asset sale and its liquidation and dissolution, the precise amount or timing of liquidation distributions to Atreca stockholders, if any, made pursuant to a plan of dissolution, and the impact of costs and other liabilities on the cash, property and other assets available for distribution to Atreca’s stockholders. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption “Risk Factors” and elsewhere in Atreca’s most recent filings with the Securities and Exchange Commission (“SEC”), including Atreca’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 and any subsequent reports on Form 10-K, Form 10-Q or Form 8-K filed with the SEC from time to time and available at www.sec.gov.

The forward-looking statements included in this information statement are made only as of the date hereof. Atreca assumes no obligation and does not intend to update these forward-looking statements, except as required by law.

Additional Information and Where to Find It

Atreca intends to file a proxy statement with the SEC with respect to the special meeting to be held in connection with the asset sale and dissolution. Promptly after filing the definitive proxy statement with the SEC, Atreca will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting to consider the asset sale and dissolution. STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT ATRECA WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain, free of charge, the preliminary and definitive versions of the proxy statement, any amendments or supplements thereto, and any other relevant documents filed by Atreca with the SEC in connection with the asset sale and dissolution at the SEC’s website (http://www.sec.gov). Copies of Atreca’s definitive proxy statement, any amendments or supplements thereto, and any other relevant documents filed by Atreca with the SEC in connection with the asset sale and dissolution will also be available, free of charge, at Atreca’s investor relations website (https://ir.atreca.com/financials-and-filings/sec-filings). Our website address is provided as an inactive textual reference only. The information provided on, or accessible through, our website is not part of this communication, and therefore is not incorporated herein by reference.

Participants in the Solicitation

Atreca and its directors and certain of its executive officers, consisting of Brian Atwood, Kristine M. Ball, Franklin Berger, Stephen R. Brady, David Lacey, M.D., Stacey Y. Ma, Ph.D., William H. Robinson, M.D. Ph.D., Lindsey Rolfe, M.D., who are the non-employee members of the board of directors of Atreca, John A. Orwin, President, Chief Executive Officer and a director of Atreca, Tito A. Serafini, Ph.D., Chief Strategy Officer and a director of Atreca, and Courtney J. Phillips, General Counsel and Corporate Secretary of Atreca, are participants in the solicitation of proxies from Atreca’s stockholders in connection with the asset sale and the dissolution. Information regarding Atreca’s directors and certain of its executive officers, including a description of their direct or indirect interests, by security holdings or otherwise, can be found under the captions “Security Ownership of Certain Beneficial Owners and Management,” “Director Compensation,” and “Executive Compensation-Outstanding Equity Awards at December 31, 2022” contained in Atreca’s 2023 annual proxy statement filed with the SEC on April 27, 2023 (the “2023 Proxy Statement”). To the extent that Atreca’s directors and executive officers and their respective affiliates have acquired or disposed of security holdings since the applicable “as of” date disclosed in the 2023 Proxy Statement, such transactions have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Mr. Orwin and Dr. Serafini will be entitled to severance and change in control benefits as described in the 2023 Proxy Statement under the caption “Executive Compensation—Agreements with our Named Executive Officers & Potential Payments Upon Termination or Change in Control,” except as modified pursuant to an amendment to their respective employment agreements as described in Atreca’s Current Report on Form 8-K, filed with the SEC on December 19, 2023. Ms. Phillips will be entitled to severance and change in control benefits as set forth in her Amended and Restated Executive Employment Agreement, dated as of November 11, 2020, filed with Atreca’s Form 10-Q for the quarterly period ended September 30, 2020 filed with the SEC on November 12, 2020, except as modified pursuant to an amendment to her employment agreement as described in Atreca’s Current Report on Form 8-K, filed with the SEC on December 19, 2023. Other information regarding the participants in the proxy solicitation and a description of their interests will be contained in the proxy statement for Atreca’s special meeting of stockholders and other relevant materials to be filed with the SEC in respect of the asset sale and the dissolution when they become available. These documents can be obtained free of charge from the sources indicated above.

Contacts

Investors and Media:
Alex Gray, 650-779-9251
agray@atreca.com

Source: Atreca, Inc.

FAQ

What is the asset purchase agreement announced by Atreca, Inc. (BCEL)?

Atreca, Inc. (BCEL) announced an asset purchase agreement with Immunome, Inc. (IMNM) to sell a collection of antibody-related assets and materials.

How much will Immunome, Inc. pay Atreca for the asset purchase?

Immunome, Inc. will pay Atreca up to $12.5 million, consisting of a $5.5 million upfront payment and up to $7.0 million in clinical development milestones.

What are the potential tumor-targeting antibodies mentioned in the announcement?

Atreca's President and CEO, John Orwin, mentioned the potential of the tumor-targeting antibodies discovered by Atreca, including APN-497444, in oncology.

What is required for the asset sale to proceed?

The asset sale will require approval from Atreca stockholders holding a majority of the outstanding shares of Atreca’s Class A common stock entitled to vote.

How does Atreca plan to distribute remaining funds to its stockholders?

The board of directors of Atreca intends to seek to distribute remaining funds to stockholders as quickly as possible, as permitted by law and the plan of dissolution.