Recently, Nasdaq-listed company Ikena Oncology (hereinafter referred to as Ikena) announced that it has signed a definitive merger agreement with Inmagene Biopharmaceuticals (Inmagene). The main terms of the cooperation are as follows:
The merged company will focus on developing IMG-007, a monoclonal antibody targeting OX40 for the treatment of atopic dermatitis. The merged company plans to operate under the name "ImageneBio" and trade on Nasdaq under the ticker symbol "IMA".
The merger is expected to generate approximately USD 175 million in funds to support the further development of IMG-007, with the transaction expected to be completed by mid-2025.
Upon completion of the merger and financing, the shareholders of Inmagene are expected to own approximately 43.5% of the shares. This means that Inmagene will gain the control right of the Nasdaq-listed company and achieve a US listing through a reverse merger via this transaction.
Unpacking the Secrets behind the Transaction
Inmagene was founded in 2019 and completed a USD 21 million Series B financing and a USD 100 million Series C financing in the following two years. In 2023, Inmagene adopted the popular Newco overseas model of the year, collaborating with a US company, Aditum Bio, to create Celexor Bio. Celexor Bio obtained the exclusive global development, manufacturing, and commercialization rights to IMG-018, a monoclonal antibody targeting IL-17 under Inmagene. Inmagene received an upfront payment and up to USD 287 million in development and sales milestone payments.
The other protagonist of this merger, Ikena, was founded in 2016 and is a biotechnology company focusing on cancer immunotherapy and small molecule inhibitor R&D in the United States. Ikena's journey has not been smooth. Especially in 2024, the termination of its cooperation with Bristol Myers Squibb (BMS) resulted in the loss of potential milestone payments of USD 90 million. Furthermore, BMS was one of Ikena's major investors. When the cooperation agreement was reached, it also involved a USD 15 million stock equity investment from BMS. Therefore, the sudden withdrawal of BMS, a significant supporter of the company, was a significant blow to Ikena, leading to a one-third reduction in its workforce.
In May 2024, Ikena began cutting its pipeline, halting the R&D of a TEAD1-selective Hippo pathway inhibitor for the treatment of pleural mesothelioma, epithelioid hemangioendothelioma, and other diseases, and laid off more than half of its remaining employees. Now, the company only has one pipeline under development. Through various cost-saving measures, Ikena still has over USD 130 million in cash on its balance sheet, an asset that Inmagene values highly.
In addition, this cooperation will bring Inmagene USD 75 million in new financing. The participants in this financing placement are divided into two camps: one is Ikena's existing shareholders, including BVF Partners L.P., and the other is newly introduced investment institutions, such as Deep Track Capital.
Autoimmune Potential Target - OX40
OX40 is a costimulatory receptor primarily found on activated T cells and is a member of the tumor necrosis factor receptor (TNFR) superfamily. By binding to its ligand, OX40L, it activates downstream immune responses, promoting the survival, differentiation, and immune responsiveness of T cells. Research has shown that blocking OX40/OX40L can improve autoantigen-specific T cell responses and reduce immune activity in autoimmune diseases. Therefore, blocking the OX40/OX40L pathway holds promise for the treatment of autoimmune diseases, making OX40 a potential target for the R&D in both autoimmune diseases and antitumor drugs.
IMG-007 is a monoclonal antibody targeting OX40, with broad applications in inflammatory diseases including atopic dermatitis, asthma, and hidradenitis suppurativa. Compared with other OX40-targeting monoclonal antibodies in Phase II clinical stage and later-stage development, IMG-007 has a longer half-life, silent antibody-dependent cellular cytotoxicity (ADCC) function, and is non-T-cell depleting, potentially improving its tolerability.
In a Phase IIa clinical trial for moderate-to-severe atopic dermatitis, patients received three intravenous infusions of 300 mg over 4 weeks. The EASI score showed rapid and significant improvement from baseline in the first week, w...
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