Cellectis (the “Company”) (Euronext Growth: ALCLS - NASDAQ:
CLLS), a clinical-stage biotechnology company using its pioneering
gene-editing platform to develop life-saving cell and gene
therapies, announces today that its partner Cytovia Therapeutics,
LLC (“Cytovia”), a biopharmaceutical company empowering natural
killer (“NK”) cells to fight cancer through stem cell engineering
and multispecific antibodies, entered into a definitive business
combination agreement with Isleworth Healthcare Acquisition Corp.
(NASDAQ: ISLE) (“Isleworth”), a Special Purpose Acquisition Company
(“SPAC”).
Concurrent with the business combination
agreement, Cellectis received a $20 million convertible note in
payment of the upfront collaboration consideration provided for
pursuant to the research collaboration and non-exclusive license
agreement entered between Cellectis and Cytovia in February 2021.
The terms of the note provide for conversion into common stock of
the combined company upon completion of the business combination,
which is subject to the satisfaction or waiver of customary closing
conditions. In connection with this convertible note, Cellectis
received a warrant to purchase additional shares of the combined
company representing up to 35% of the shares issued upon conversion
of the note at a predetermined exercise price, with the number of
shares issuable upon exercise and the exercise subject to certain
adjustments.
« We are impressed by the progress Cytovia
has accomplished in the past months. Cytovia shares Cellectis’
mission to provide life-saving off-the-shelf allogeneic cell
therapies to patients, and we are excited to be providing them with
best-in-class TALEN® gene editing for cell therapy applications.
Congratulations to the Cytovia team for this transaction, which is
an important milestone as they continue their journey to progress
gene-edited NK therapeutics towards a cure for cancer! » said
André Choulika, CEO of Cellectis.
Cellectis and Cytovia’s research and development
collaboration:
In February 2021, Cellectis and Cytovia entered
into a strategic research and development collaboration to develop
TALEN® gene-edited iPSC NK and CAR-NK cells. In November 2021,
Cellectis and Cytovia extended their collaboration to include new
CAR target and development in China by Cytovia’s strategic partner,
CytoLynx Therapeutics.
Financial terms of the collaboration include the
$20 million convertible note as well as up to $805 million of
development, regulatory, and sales milestones and single-digit
royalty payments on the net sales of all partnered products
commercialized by Cytovia.
Cellectis is developing custom TALEN®, which
Cytovia uses to edit iPSCs. Cytovia is responsible for the
differentiation and expansion of the gene-edited iPSC master cell
bank into NK cells and is conducting the pre-clinical evaluation,
clinical development, and commercialization of the
mutually-agreed-upon selected therapeutic candidates. Cellectis has
granted Cytovia a worldwide license under the patent rights over
which Cellectis has control in this field, including in China, in
order for Cytovia to modify NK cells to address multiple
gene-targets for therapeutic use in several cancer indications.
About Cellectis
Cellectis is a clinical-stage biotechnology
company using its pioneering gene-editing platform to develop
life-saving cell and gene therapies. Cellectis utilizes an
allogeneic approach for CAR-T immunotherapies in oncology,
pioneering the concept of off-the-shelf and ready-to-use
gene-edited CAR T-cells to treat cancer patients, and a platform to
make therapeutic gene editing in hemopoietic stem cells for various
diseases. As a clinical-stage biopharmaceutical company with over
22 years of expertise in gene editing, Cellectis is developing
life-changing product candidates utilizing TALEN®, its gene editing
technology, and PulseAgile, its pioneering electroporation system
to harness the power of the immune system in order to treat
diseases with unmet medical needs. Cellectis’ headquarters are in
Paris, France, with locations in New York, New York and Raleigh,
North Carolina. Cellectis is listed on the Nasdaq Global Market
(ticker: CLLS) and on Euronext Growth (ticker:
ALCLS).
For more information, visit
www.cellectis.com. Follow Cellectis on social media:
@cellectis, LinkedIn and YouTube.
Forward-looking Statements
This press release contains “forward-looking”
statements within the meaning of applicable securities laws,
including the Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by words such as
“anticipate,” “believe,” “intend”, “expect,” “plan,” “scheduled,”
“could” and “will,” or the negative of these and similar
expressions. These forward-looking statements, which are based on
our management’s current expectations and assumptions and on
information currently available to management. Forward-looking
statements include statements about the business combination of
Cytovia and Isleworth, the conversion of the convertible note, the
progress and advancement of the research collaboration with
Cytovia, and the receipt by Cellectis of development, regulatory,
and sales milestones and royalty payments from Cytovia. These
forward-looking statements are made in light of information
currently available to us and are subject to numerous risks and
uncertainties, including with respect to the numerous risks
associated with biopharmaceutical product candidate development,
market conditions, and the ability of Cytovia and Isleworth to
satisfy the conditions of the business combination agreement.
Furthermore, many other important factors, including those
described in our Annual Report on Form 20-F and the financial
report (including the management report) for the year ended
December 31, 2021 and subsequent filings Cellectis makes with the
Securities and Exchange Commission from time to time, as well as
other known and unknown risks and uncertainties may adversely
affect such forward-looking statements and cause our actual
results, performance or achievements to be materially different
from those expressed or implied by the forward-looking statements.
Except as required by law, we assume no obligation to update these
forward-looking statements publicly, or to update the reasons why
actual results could differ materially from those anticipated in
the forward-looking statements, even if new information becomes
available in the future.
About Cytovia
Cytovia aims to accelerate patient access to
transformational cell therapies and immunotherapies, addressing
several of the most challenging unmet medical needs in cancer.
Cytovia focuses on harnessing the innate immune system by
developing complementary and disruptive NK-cell and NK-engager
antibody platforms. Cytovia is developing three types of
iPSC-derived (or iNK) cells: unedited iNK cells, TALEN® gene-edited
iNK cells with improved function and persistence, and TALEN®
gene-edited iNK cells with chimeric antigen receptors (CAR-iNKs) to
improve tumor-specific targeting. The second complementary
cornerstone technology is a quadrivalent multifunctional antibody
platform designed to engage natural killer cells by targeting NKp46
using Cytovia’s proprietary Flex-NK™ technology.
These two technology platforms are being used to
develop treatment of patients with solid tumors such as HCC and
Glioblastoma as well as hematological malignancies such as
Refractory Multiple Myeloma.
Headquartered in Aventura, FL, Cytovia has
research and development laboratories in Natick, MA, and a GMP cell
manufacturing facility in Puerto Rico. The company’s own R&D
work is augmented through scientific partnerships with Cellectis,
CytoImmune, the Hebrew University of Jerusalem, INSERM, the New
York Stem Cell Foundation and the University of California San
Francisco (UCSF).
Cytovia has a strategic partnership with
CytoLynx Therapeutics, which is focused on research and
development, manufacturing, and commercialization activities in
Greater China and beyond.
For further information on Cellectis,
please contact:
Media contacts: Pascalyne
Wilson, Director, Communications, +33 (0)7 76 99 14 33,
media@cellectis.com Margaret Gandolfo, Senior Manager,
Communications, +1 (646) 628 0300
Investor Relation contact: Arthur Stril,
Chief Business Officer, +1 (347) 809 5980,
investors@cellectis.com Ashley R. Robinson, LifeSci
Advisors, +1 617 430 7577
- FINALE__20220427_PR Cellectis- Cytovia_
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