Benitec Biopharma, an Australian biotechnology company engaged in the development of gene-silencing therapies,   has acquired US-based RNA interference (RNAi) therapeutics company Tacere Therapeutics, Inc. (Tacere). Benitec will also acquire Tacere's extensive HCV programme data and materials, as well as an advanced preclinical programme for the eye disease macular degeneration, which also utilises the company's ddRNAi technology.

Tacere is a privately-held drug development company with a phase I/II ready program in hepatitis C (HCV) that utilises Benitec Biopharma's novel gene silencing technology called DNA-directed RNA interference (ddRNAi).

The closing consideration for the acquisition will be non-cash in the form of an issue of 102,321,345 new shares in Benitec Biopharma for just under US$ 1.5 million, plus a potential cash royalty on future licensing revenue received calculated as follows: 35 per cent if the licence is entered into prior to commencement of a phase II clinical study; or 15 per cent prior to commencement of a phase III clinical study; or five per cent if prior to the submission of a Biologic License Application to the US Food and Drug Administration or 2.5 per cent if after Biologic License Application submission.

The new shares will represent 9.5 per cent of the issued capital and will be fully paid ordinary shares ranking equally with existing listed shares. The share issue will be made within Benitec Biopharma's 15 per cent annual placement capacity under ASX Listing Rule 7.1 and will not require shareholder approval. Subject to any requirements imposed by the ASX, the vendors have voluntarily agreed that 75 per cent of the shares issuable in the transaction will be held subject to escrow for 12 months. Completion of the of the acquisition is expected within the next two weeks and is subject to standard closing conditions, including execution of certain ancillary agreements.

As part of the acquisition Tacere's chief scientist officer, Dr David Suhy, will be joining Benitec Biopharma in the new role of vice president Research & Development.

"We are delighted to announce the acquisition of Tacere and its lead compound TT-034 for HCV," said Dr Peter French, CEO of Benitec Biopharma. "Tacere has been successfully developing programs utilising Benitec's proprietary ddRNAi technology since 2006, and it now makes sense to bring these assets in-house to complement and strengthen our pipeline as we move into clinical development. We believe the preclinical data and safety profile of TT-034 positions the Company to commence clinical trials in hepatitis C at a time when a number of high profile HCV therapies such as nucleotide polymerase inhibitor are encountering safety concerns. The Tacere programme provides us with the opportunity to commence phase I/II clinical trials in mid-2013."

Benitec Biopharma Limited is developing treatments for chronic and life-threatening human conditions such as cancer-associated pain, Hepatitis B, drug resistant lung cancer and Oculopharyngeal muscular dystrophy based on this technology.