Genmab A/S (Nasdaq: GMAB) and ProfoundBio, Inc. have officially announced a definitive agreement for Genmab's acquisition of ProfoundBio in an all-cash deal valued at USD 1.8 billion. ProfoundBio, a privately-owned biotechnology company, is recognized for its pioneering work in developing next-generation Antibody-Drug Conjugates (ADCs) and ADC technology platforms targeting specific cancers, notably ovarian cancer and other solid tumors expressing folate receptor alpha (FRα).

The acquisition empowers Genmab with global rights to ProfoundBio’s portfolio, including three candidates in clinical development and its innovative ADC technology platforms. Notably, this includes rinatabart sesutecan (Rina-S), a promising Topo1 ADC designed to target FRα, currently undergoing Phase 2 trials for ovarian cancer and other FRα-expressing solid tumors.

Jan van de Winkel, Ph.D., President and Chief Executive Officer of Genmab, expressed optimism about the acquisition, stating, “The proposed acquisition of ProfoundBio firmly aligns with our long-term strategy and our ambitious 2030 vision, to impact the lives of patients through innovative antibody medicines.”

Rina-S, touted as a potential best-in-class ADC, holds promise in expanding Genmab’s footprint in gynecologic oncology and solid tumor treatments. It aims to address a broader patient population than existing FRα-targeted ADCs, as evidenced by the recent Fast Track designation granted by the U.S. Food and Drug Administration (U.S. FDA) for the treatment of specific ovarian cancers.

Dr. Baiteng Zhao, Co-founder, Chief Executive Officer, and Chairman of the Board at ProfoundBio, emphasized the shared mission with Genmab to advance novel therapies for cancer patients. He stated, “Genmab’s deep expertise in antibody drug development and commercialization makes this a compelling union that will allow us to rapidly develop and realize the full potential of our ADC therapies to benefit patients.”

The proposed transaction, unanimously approved by the Boards of Directors of both companies, is slated to close in the first half of 2024, subject to customary closing conditions. Upon completion, Genmab anticipates an increase in operating expenses to support ProfoundBio’s clinical programs, primarily Rina-S. However, revenue guidance remains unchanged.

Goldman Sachs International serves as the sole financial advisor to Genmab, while Shearman & Sterling LLP, Simmons & Simmons LLP, and Kromann Reumert act as its legal advisors. ProfoundBio is advised by BofA Securities, Inc., Morgan Stanley & Co. LLC, Cooley LLP, Travers Thorp Alberga, and Jun He Law Offices.