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Adaptimmune, TCR2 to Merge, Combine T Cell-Therapy Pipelines

NEW YORK – Adaptimmune Therapeutics and TCR2 Therapeutics will combine to form a single company focused on developing treatments for solid tumors, the companies said on Monday.

Under the terms of the agreement, TCR2 shareholders will receive 1.5117 American Depositary Shares of Adaptimmune for each TCR2 share. That will leave Adaptimmune shareholders in possession of about 75 percent of the combined company and TCR2 stockholders will own about 25 percent. The combined company will be traded on the Nasdaq market under the symbol ADAP and will be led by Adaptimmune CEO Adrian Rawcliffe.

The combined company will own clinical-stage assets in engineered T-cell therapies targeting MAGE-A4 and mesothelin and a preclinical pipeline of programs primarily focused on PRAME and CD70. The new company anticipates submitting a biologics licensing application to the US Food and Drug Administration for Afami-cel, a MAGE-A4-targeted cell therapy in development by Adaptimmune for synovial sarcoma in mid-2023. That application will be supported by data from the Phase II SPEARHEAD-1 trial showing a response rate of 39 percent and a duration of response of 12 months in patients with advanced synovial sarcoma or myxoid/round cell liposarcoma.

Both companies will also bring pharma partnerships to the joint venture. Cambridge, Massachusetts-based TCR2 partnered with Bristol Myers Squibb in 2021 to study TCR2's autologous cell therapy gavobatagene autoleucel (gavo-cel) with BMS's Opdivo (nivolumab) and Yervoy (ipilimumab). Also in 2021, Adaptimmune, which is headquartered in Oxford, UK, inked a partnership with Roche subsidiary Genentech to advance personalized allogeneic cell therapies, including treatments for up to five undisclosed cancer targets.

"We jointly have an array of next-generation innovations that we will integrate to address the tumor micro-environment using both autologous and allogeneic approaches," TCR2 President and CEO Garry Menzel noted in a statement.

The transaction is expected to close in the second quarter of 2023, pending approval by shareholders of both companies. The combined company will have a cash runway extending into 2026, they said in the statement.