OncoMed, Celgene To Jointly Advance Multiple Anti-Cancer Stem Cell Therapeutics

(RTTNews) - OncoMed Pharmaceuticals, Inc. (OMED) and Celgene Corp. (CELG) announced an agreement to jointly develop and commercialize up to six anti-cancer stem cell or CSC product candidates from OncoMed's biologics pipeline, including demcizumab. OncoMed said it would control and conduct initial studies, at which point Celgene has an option to license worldwide rights to up to six novel anti-CSC therapeutic candidates. OncoMed retains global co-development and U.S. co-commercialization rights for five of the six anti-CSC product candidates with 50/50 U.S. profit sharing, and royalties to be received in other territories.

In addition, Celgene would have research, development and commercialization rights to small molecule compounds in an undisclosed cancer stem cell pathway. Celgene obtains an exclusive option on one of OncoMed's most advanced clinical candidates, demcizumab, during or after the completion of certain future planned Phase II trials to be conducted by OncoMed. Currently, Demcizumab is in three Phase Ib studies in combination with standard-of-care therapeutics, including a trial in patients with first-line advanced pancreatic cancer.

Following the option exercise, the parties would co-develop demcizumab, sharing global development costs on a 1/3 OncoMed and 2/3 Celgene basis. The companies would co-commercialize demcizumab in the U.S. with 50/50 profit sharing. Outside the U.S., Celgene would lead development and commercialization, with OncoMed eligible to receive milestones and tiered double-digit royalties on sales outside the U.S.

As part of the agreement, OncoMed would receive a $155 million upfront payment, and Celgene would buy nearly $22.25 million in a private placement of newly issued common shares of OncoMed at a price of $15.13 per share. Latham & Watkins LLP and Leerink Swann LLC acted as advisors to OncoMed for this transaction.