REG - Roquefort Theraptcs. - Proposed Sale of Midkine Portfolio

Roquefort TherapeuticsAnnouncement

02/01/2025 07:00

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RNS Number : 8858R  Roquefort Therapeutics PLC  02 January 2025

2 January 2025

Roquefort Therapeutics plc

("Roquefort Therapeutics" or the "Company")

Proposed Sale of Midkine Portfolio

 

Roquefort Therapeutics (LSE:ROQ), the Main Market listed biotech company
focused on developing first in class medicines in the high value and high
growth immunology and oncology markets, is pleased to announce the signing of
a term sheet for the proposed sale of its wholly owned subsidiary Lyramid Pty
Ltd ("Lyramid") to Pleiades Pharma Limited ("Pleiades") for a minimum
consideration amount of US$10 million (the "Term Sheet"). Roquefort
Therapeutics and Pleiades intend to sign a binding share purchase agreement
(the "SPA") within 30 days, at which time further details of the transaction
will be announced.

 

Principal Transaction Terms

The Term Sheet includes the following principal terms:

·    Sale of 100% of the issued share capital of Lyramid to Pleiades;

·    Minimum consideration amount of US$10 million consisting of equity in
Pleiades, together with the potential for upfront cash;

·    Completion is contingent inter alia on Pleaides completing a current
fundraising round and finalising certain in-licensing transactions; and

·    A 30-day exclusivity period to enable the signing of the SPA, which
is currently at an advanced stage.

 

Post completion of the proposed transaction Roquefort Therapeutics will hold a
material equity position in Pleiades, a private well-funded company with a
portfolio of clinical assets and pre-clinical programs.

 

Midkine Portfolio

Lyramid holds the Company's Midkine patents for the mRNA and oligonucleotide
programs and the exclusive licence for the antibody programs. Since acquiring
Lyramid in 2021 for £1 million in consideration (50% in cash and 50% in
shares), Roquefort Therapeutics has expanded the portfolio with the in-house
development of the mRNA and oligonucleotide programs and completed
pre-clinical development of the three modalities.

 

About Pleiades

Pleiades is a private company developing a portfolio of novel clinical and
pre-clinical medicines and is led by Caroline Fontier, an experienced Pharma
CEO with a track-record of completing more than US$750 million in trade sale
exits to Big Pharma.

 

The signing of the Term Sheet replaces and supersedes the proposed antibody
licensing partnership with PDC-CRO which was announced on 23 May 2024. PDC-CRO
will remain a key strategic partner to Pleiades and Roquefort Therapeutics,
and the preferred clinical research partner for the Middle East region.

 

The Company will provide shareholders with further updates regarding the
progress of the SPA as appropriate.

 

Ajan Reginald, Roquefort Therapeutics CEO commented:

"The sale of Lyramid validates our strategy to acquire, develop and then to
realise value through licensing and trade-sale transactions. This strategy is
particularly important in the UK, where private company valuations typically
exceed those of UK public biotech entities. Through this transaction we will
capitalise on this valuation arbitrage and retain upside potential in the
Midkine portfolio. Most importantly we gain a share of an exciting clinical
portfolio being developed by a highly experienced team."

 

ENDS

Enquiries:
 Roquefort Therapeutics plc                      +44 (0)20 3918 8633
 Stephen West (Chairman) / Ajan Reginald (CEO)
 SP Angel Corporate Finance LLP (Broker)         +44 (0) 20 3470 0470

 David Hignell / Vadim Alexandre / Devik Mehta
 Burson Buchanan (Public Relations)              +44 (0)20 7466 5000

 Ben Romney / Jamie Hooper
 Peak IR (Investor Relations)                    +33 (0)7 44 44 15 42

 Seb Wykeham

 

LEI: ‎254900P4SISIWOR9RH34

 

About Roquefort Therapeutics

Roquefort Therapeutics (LSE:ROQ) is a Main Market listed biotech company
developing first in class drugs in the high value and high growth immunology
and oncology markets prior to partnering with big pharma.

 

Roquefort Therapeutics' portfolio consists of five novel patent-protected
pre-clinical anti-cancer medicines.  The highly complementary profile of five
best-in-class medicines consists of:

·    Midkine antibodies with significant in vivo efficacy and toxicology
studies;

·    Midkine RNA therapeutics with novel anti-cancer gene editing action;

·    Midkine mRNA therapeutics with novel anti-cancer approach;

·    STAT-6 siRNA therapeutics targeting solid tumours with
significant in vivo efficacy; and

·    MK cell therapy with direct and NK cell-mediated anti-cancer action

 

For further information on Roquefort Therapeutics,
please visit www.roquefortplc.com (http://www.roquefortplc.com/)
 and @RoquefortTherap on X (formerly Twitter).

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