CNVX news; Cancervax, a cash rich bio.bomb merges into Micromet AG a "promising" german antibody biotech. After XCYT this is the second merger of that kind in short time. Of course, Cancervax is being diluted in the process and micromet saves the hassle of looking for money as cancervax has plenty of it. (but that doesn't necessarily mean that it is a bad thing; XCYT even with its debt offsetting the cash nearly doubled from its low with half the gain coming after the RTO announcement).
biz.yahoo.com
Press Release Source: CancerVax
CancerVax and Micromet Announce Merger Agreement
Monday January 9, 3:01 am ET
Conference Call Scheduled for January 9, 2006, at 9:00 AM Eastern / 03:00 PM Central European Time
CARLSBAD, CA and MUNICH, GERMANY--(MARKET WIRE)--Jan 9, 2006 -- CancerVax Corporation (NasdaqNM:CNVX - News), a biotechnology company focused on the research, development and commercialization of novel biological products for the treatment of cancer, and Micromet AG, one of the leading privately held European biopharmaceutical companies focused on the development of antibody-based drugs, announced today the signing of a definitive merger agreement. The merger is expected to create a transatlantic, NASDAQ-listed company with a highly differentiated drug development pipeline focused on oncology, autoimmune and inflammatory diseases, and a strong, proprietary technology base for the development of antibody-based product candidates.
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"We believe that the proposed merger of CancerVax and Micromet is consistent with our objective of maximizing value for our stockholders, and will result in an organization with a robust pipeline of drug candidates as well as significant experience in drug discovery and development," said David F. Hale, President and CEO of CancerVax Corporation.
"This transaction will allow Micromet to access U.S. capital markets, which is essential in our efforts to accelerate the development of our novel, antibody-based drug compounds based on our proprietary BiTE(TM), or bi-specific T cell engager, and single-chain antibody drug development platforms," said Christian Itin, Ph.D., CEO of Micromet. "It also strengthens our management team and financial position, allows us to leverage CancerVax's existing U.S. public company infrastructure, and adds to our product development portfolio."
The merged company will have a substantial product pipeline, with two compounds in clinical development in three major cancer indications and several preclinical and research-stage product candidates.
Product Candidate Indication Development Stage Collaboration
MT201 Metastatic Breast Phase 2 Serono
Adecatumumab Cancer
(human antibody) Prostate Cancer
MT103 Non-Hodgkin's Phase 1 MedImmune, Inc.
(BiTE™) Lymphoma (NHL)
MT110 Solid Tumors Pre-clinical ---
(BiTE™)
MT203 Inflammatory Pre-clinical ---
(human antibody) Diseases
D93 Solid Tumors Pre-clinical ---
(humanized antibody)
Details of the Proposed Transaction
Under the terms of the merger agreement, CancerVax will issue, and Micromet stockholders will receive, shares of CancerVax stock such that Micromet stockholders will own approximately 67.5 percent of the combined company, on a pro forma basis, and CancerVax stockholders will own approximately 32.5 percent. It is anticipated that, on a pro forma basis, cash, cash equivalents and securities available-for-sale for the combined Companies as of December 31, 2005 will be between $57 million and $60 million.
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