AGT Biosciences Limited of Melbourne, Australia and privately held ChemGenex Therapeutics, Inc. of Menlo Park, California, announced that they have signed a merger agreement. The cross-border merger creates a new, genomics-driven pharmaceutical company with leading edge capabilities for drug discovery and development, as well as two drug candidates in Phase II human trials for cancer. The global pharmaceutical company will be called ChemGenex Pharmaceuticals and will have principal operations in Menlo Park, California and in Geelong, Australia. The company will also maintain its Center for Statistical Genomics in San Antonio, Texas.
ChemGenex Therapeutics is focused on the development of novel small molecule therapeutics for the treatment of cancer and related conditions. The company has built a portfolio of product candidates with distinct mechanisms of action for different tumor types, including two product candidates in Phase II clinical trials (Ceflatonin and Quinamed) and others in late-stage preclinical development. Ceflatonin, the company's most advanced product, is undergoing Phase II investigation in hematological malignancies (chronic myelogenous leukemia and myelodysplastic syndrome), while Quinamed is being studied in solid tumors (prostate cancer, gastric cancer, ovarian cancer and colon cancer).
ChemGenex utilizes proprietary chemical genomics and drug screening systems to identify agents affecting novel targets. Additionally, ChemGenex employs medicinal computational chemistry to evaluate a compound's suitability as a drug and proprietary formulation technology to maximize delivery and bioavailability.
"AGT Biosciences has been a leader in the discovery and validation of novel genetic targets in a number of disease areas, while ChemGenex has successfully applied genomics, informatics and other modern pharmaceutical technologies to the identification and development of novel drugs for the treatment of cancer," said Dr. Greg Collier, chief executive officer of AGT Biosciences. "By combining forces, we create an extremely competitive company with strengths extending from basic research to drugs in advanced stages of clinical development." Dr. Collier will be CEO of the combined company.
"This merger creates an integrated biopharmaceutical company with strong discovery and development capabilities, a broad pipeline of compounds and validated targets addressed to major diseases, an established corporate partnership with a major pharmaceutical company in the area of diabetes and obesity, and experienced management," said Dr. Dennis Brown, president and CEO of ChemGenex Therapeutics. Dr. Brown has over 25 years of experience in applied cancer research and was previously a co-founder of Matrix Pharmaceutical, Inc. (which was acquired by Chiron Corporation in 2002). Dr. Brown will be president of the combined company.
Under the terms of the merger agreement, AGT Biosciences, with major shareholders Charter Pacific Corporation (33 per cent) Merck-Sante (9.9 per cent), Queensland Investment Corporation (9.1 per cent), will acquire all of the issued shares of ChemGenex Therapeutics through the issuance of approximately 28 million ordinary shares of AGT Biosciences to the shareholders of ChemGenex Therapeutics. The transaction is expected to close by mid June, 2004, subject to the approval of the shareholders of AGT Biosciences. AGT Biosciences intends to upgrade from the current level 1 to a level 2 ADR NASDAQ program for the combined entity as soon as practical. The New York-based investment bank Global Markets Capital Group, LLC advised AGT on the merger with ChemGenex.