Bristol-Myers Squibb Co. agreed to acquire IFM Therapeutics, a venture-backed biotech company focused on developing therapies that modulate targets in the innate immune system to treat cancer, autoimmunity and inflammatory disorders.
The acquisition will give Bristol-Myers Squibb full rights to IFM's preclinical STING and NLRP3 agonist programs focused on enhancing the innate immune response for treating cancer.
Bristol-Myers Squibb will pay $300 million upon closing of the transaction. IFM stockholders also will be entitled to additional contingent payments of up to $1.01 billion for each of the first products from the two programs upon the achievement of certain development, regulatory and sales milestones.
IFM is also eligible for additional contingent milestone payments for further products resulting from these programs.
In connection with the acquisition, the current shareholders of IFM will establish a new entity, IFM Therapeutics LLC, which will retain IFM's current personnel and facilities, as well as its remaining research programs, which include an NLRP3 antagonist program focused on curbing immune responses that lead to inflammatory diseases and fibrosis.
Bristol-Myers Squibb will be granted at closing certain rights against the new entity's NLRP3 antagonist program, including a right of first refusal, in consideration of an additional payment at closing and future investment.
The deal, which has been approved by the boards of both companies and by the stockholders of IFM, is expected to close during the third quarter, subject to customary closing conditions.
IFM Therapeutics is based in Boston, Mass., and is financed by Atlas Venture, Abingworth, and Novartis AG.