|
|
| VGX
Pharmaceuticals and ADViSYS Announce Merger Agreement:
Creation of VGX Immune Therapeutics Division
|
| Blue Bell,
PA and THE WOODLANDS, TX – February 26, 2007 –
|
VGX Pharmaceuticals Inc., a privately held biopharmaceutical
company, and ADViSYS, Inc., a privately held biotechnology company, today
announced the signing of a definitive merger agreement. Concurrently,
VGX Pharmaceuticals has created a new division called VGX Immune Therapeutics
to maximize the Company’s current assets in the DNA field as well
as the considerable expertise held by its founders and senior management
in research and development of DNA-based vaccines and therapeutics. All
acquired assets of ADViSYS, including its significant pipeline for DNA
delivered therapeutics as well as DNA delivery and cGMP manufacturing
capabilities will be added to VGX Immune Therapeutics. VGX Immune Therapeutics
will focus on developing and commercializing DNA-based vaccines and therapeutics
for major indications in the areas of infectious diseases and cancer.
This transaction marks the second major step in VGX Pharmaceuticals’
global strategy for growth. In November 2005, VGX Pharmaceuticals acquired
a controlling interest of a publicly traded pharmaceutical company subsequently
renamed as VGX International Inc. (Korean Stock Exchange: Stock Ticker
No. 011000) to expand the Company’s overseas R&D, manufacturing
and marketing capabilities.
“We are very excited to bring into our fold ADViSYS’ technologies
and recognized leaders in the field of DNA manufacturing and delivery”,
said Dr. J. Joseph Kim, President and CEO of VGX Pharmaceuticals. “The
emergence of VGX Immune Therapeutics marks another key milestone in our
growth as a global biopharmaceuticals company. The acquisition of ADViSYS’
strategic assets and expertise allows us unprecedented vertical control
over the development of DNA-based therapies. As a result of this merger,
VGX Pharmaceuticals will more than double the number of employees as well
as synergistically enhance the combined product pipeline. The critical
mass gained from this acquisition brings us one step closer to achieving
our overall goal of becoming a publicly traded global biopharmaceutical
company. We remain committed to creating value for our shareholders by
being opportunistic in our strategy for growth via M&A activities.”
Ronald O. Bergan, Chairman of the Board of ADViSYS, said, “The therapeutic
development programs underway at VGX represented a natural strategic fit
for ADViSYS and the experience of VGX’s management team was a key
consideration as we evaluated the merger. We are pleased to combine our
assets with VGX’s clinical development programs to develop novel
DNA delivered therapeutics.”
Kevin W. Rassas, Sr. VP of Business Development of VGX, added, “ADViSYS’
electrokinetic delivery (EKD) devices and proprietary technologies for
DNA delivered therapeutics and vaccines complement well our management
team’s considerable prior expertise in the field. As a part of this
transaction, we will also acquire ADViSYS’ state of the art cGMP
DNA plasmid manufacturing facility, which will be used to meet our internal
clinical development needs and generate contract manufacturing revenues.
VGX Immune Therapeutics Division will be uniquely positioned to provide
a one-stop-shop solution to our academic collaborators and industry partners
in rapidly advancing lead candidates through Phase I/II clinical studies.”
The addition of ADViSYS’ veterinary product pipeline also provides
VGX Pharmaceuticals with late-stage/near-market products to balance the
product development pipeline and to mitigate early-stage development risk
faced by all drug development companies. The porcine-growth hormone releasing
hormone (GHRH) application is presently undergoing pre-market regulatory
review in Australia. Additionally, the animal health products have the
potential to provide significant near-term revenues for VGX and the Company
will be actively seeking commercialization partners to better access the
global markets.
“Along with significant progress in conducting Phase II trials for
our lead pharmaceutical candidates PICTOVIR® and VGX-410C as well
as the advancements in planned IND filings for VGX-150 and VGX-1027 this
year, the launch of VGX Immune Therapeutics marks another major event
for VGX Pharmaceuticals.” added Dr. Kim.
Details of the Transaction
The merger agreement has been approved by the Boards of Directors of VGX
and ADViSYS. Under the terms of the agreement, VGX will purchase all significant
assets covering ADViSYS’ intellectual property including plasmid
expression vectors, growth hormone releasing hormone and electrokinetic
delivery technology. Additionally, VGX will acquire ADViSYS’ R&D
and cGMP manufacturing operations at its Woodlands, Texas site.
Following the closing of the purchase agreement, ADViSYS assets will be
merged into the newly created VGX Immune Therapeutics, a division of VGX
Phamaceuticals, Inc. Kevin W. Rassas, Sr. VP of Business Development will
oversee the integration of the two companies and will have operating responsibility
over the new division. C. Jo White, Chief Medical officer of VGX will
become Chief Medical Officer of the combined company. Gene Kim, Chief
Financial Officer of VGX will become Chief Financial Officer of the combined
company.
Cautionary
Factors That May Affect Future Results - Materials in this
Web site contain information that includes or is based upon forward-looking
statements within the meaning of the Securities Litigation Reform
Act of 1995. Forward-looking statements relate to expectations or
forecasts of future events. You can identify these statements by the
fact that they do not relate strictly to historical or current facts.
They use words such as "anticipate," "estimate,"
"expect," "project," "intend," "plan,"
"believe," and other words and terms of similar meaning
in connection with a discussion of potential future events, circumstances
or future operating or financial performance. In particular, these
include statements relating to future actions, prospective products
or product approvals, future performance or results of current and
anticipated products, sales efforts, expenses, the outcome of contingencies
such as legal proceedings, and financial results. Any or all of our
forward-looking statements here or in other publications may turn
out to be wrong. They can be affected by inaccurate assumptions or
by known or unknown risks and uncertainties. Many such factors will
be important in determining our actual future results. Consequently,
no forward-looking statement can be guaranteed, and forward-looking
statements may be adversely affected by factors, including general
market conditions, competitive product development, product availability,
current and future branded and generic competition, federal and state
regulations and legislation, manufacturing issues, timing of the elimination
of trade buying, patent positions, litigations and investigations.
Our actual results may vary materially, and there are no guarantees
about the performance or valuation of VGX stock. It is also important
to read the disclosure notice contained in many of the individual
VGX documents available on this Web site as many contain important
information on such cautionary factors as of the date of the individual
document. We undertake no obligation to correct or update any forward-looking
statements, whether as a result of new information, future events
or otherwise. You are advised, however, to consult any further disclosures
we make on related subjects in our reports. |
About VGX
Pharmaceuticals
VGX Pharmaceuticals is a leading biopharmaceutical company with strong product
candidates for the treatment of infectious diseases including HIV and hepatitis
C virus (HCV) as well as cancer and inflammatory diseases. The Company’s
clinical development programs include PICTOVIR™ for HIV infection
and VGX-410C for chronic HCV infection, which are currently in Phase II
clinical trials. In addition, a Phase I clinical trial will be initiated
in 2007 for the Company’s lead cancer drug compound, VGX-150 for the
treatment of Melanoma. Moreover, VGX Pharmaceuticals’ therapeutic
platform is designed to advance a strong and continual pipeline of additional
drug candidates into the clinic with VGX-100 for cancer therapy and VGX-1027
and VGX-750 for inflammatory diseases currently in development. The product
candidates and technology programs are protected by the Company’s
extensive global intellectual property portfolio. More information about
VGX can be found at www.vgxp.com.
About ADViSYS
ADViSYS, Inc. is a biotechnology company founded as a Baylor College of
Medicine Technology start-up in 1997 to develop and commercialize animal
applications of growth hormone releasing hormone technology. ADViSYS has
developed a new biopotential enhancement technology platform that allows
the company to leverage applications discovered out of one species across
multiple markets. The ADViSYS system is the result of leading-edge technology
on multiple fronts:
Proprietary Plasmid Expression Vector: Some of the plasmid
systems contain muscle-specific elements that drive the expression
of GHRH, while others encode for different intracellular or secreted
proteins and are under the control of ubiquitous or tissue-specific
promoters. The library of novel GHRH analogs and promoters is in various
stages of clinical development with the lead product “porcine-GHRH”
currently under regulatory review in Australia. |
Electrokinetic Delivery System: ADViSYS has developed proprietary
technology for delivery of plasmids into skeletal muscle cells. This
unique technology optimizes plasmid uptake and subsequent expression.
When plasmids with historically low expression levels are delivered
with the electrokinetic device, clinically effective results have
been achieved. |
Plasmid Production Process: ADViSYS has developed a proprietary
plasmid manufacturing scheme with process advantages that make it
cost effective and scaleable. The process does not use any animal-derived
products, carcinogens, organics or flammables and is therefore safe
and acceptable to all regulatory agencies. |
Company Contact:
Kevin W. Rassas
Senior Vice President
Tel. 267.440.4208
Fax 267.440.4242
E-mail: Rassas@vgxp.com
www.vgxp.com
|
