Inotek Pharmaceuticals Announces Filing of Preliminary Proxy Statement for Proposed Merger with Clinical-stage Gene Therapy Company, Rocket Pharmaceuticals
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- First Clinical Program in Fanconi Anemia Demonstrating Early Hematological Stabilization in Patients -
- Additional First-in-human Results from up to Three Programs Expected in 2018 -
“We believe the proposed merger with Rocket provides an attractive
opportunity for our shareholders,” said
Key Rocket investment considerations:
- Rocket is the only gene therapy company using a multi-platform approach leveraging the well-established lentiviral vector (LVV) and adeno-associated viral vector (AAV) gene delivery methods, enabling a broad range of first-in-class indications to be carefully selected and pursued. Initial programs are focused on developing treatments for devastating rare diseases in children.
Lead program, a Phase 1/2 LVV-based gene therapy for Fanconi Anemia,
is currently in clinical trials. All patients treated on either
Rocket LP-L01 or RP-L02 protocols have had stable blood counts during the months subsequent to investigational therapy, despite decreases noted during the months and years preceding gene therapy.
- Three additional LVV-based programs are advancing towards the clinic, including Leukocyte Adhesion Deficiency-1, or LAD-I, Pyruvate Kinase Deficiency, or PKD, and Infantile Malignant Osteopetrosis, or IMO.
- A fifth undisclosed AAV-based gene therapy program is expected to enter the clinic next year and has demonstrated encouraging histological correction of the disease phenotype. This exciting program targets a monogenic pediatric disease with early mortality and represents the first gene therapy being developed for this large class of indications.
“We have built our pipeline applying stringent criteria. We invest in
validated assets with strong mechanistic rationale and established
preclinical proof of concept. We focus on rare, untreated diseases where
there is a high unmet need, with clear clinical endpoints, and a
well-defined regulatory pathway. With the funding provided by the
proposed merger with Inotek, we believe we are well-positioned to
achieve early clinical success and maintain first-mover advantage in
each of our exciting programs,” said
Dr. Shah continued, “Preliminary results from our ongoing Phase 1/2 trial in Fanconi Anemia are encouraging, and we are seeing early signs of in vivo engraftment and hematological stabilization suggesting the potential for complete recovery of these patients back to normal blood counts. With this merger, we look forward to accelerating the advancement of our four other programs in LAD-I, PKD, IMO and our AAV-based therapy, into the clinic.”
About the Proposed Transaction
Subject to the terms of the Merger Agreement, at the effective time of the Merger, shareholders of Rocket will receive shares of newly issued Inotek common shares in a private placement. Rocket shareholders are expected to own approximately 81% of the combined Company and current Inotek shareholders will own approximately 19% of the combined Company. The percentage of the combined Company that Rocket’s shareholders will own as of the close of the Merger is subject to adjustment based on the amount of Inotek’s net cash at the closing date. The Merger Agreement contains further details with respect to this adjustment and the Merger. The Merger has been unanimously approved by the Boards of Directors of both companies.
The Merger is subject to approval by Inotek stockholders and the satisfaction of other customary closing conditions and is expected to close in the first quarter of 2018.
Important Additional Information Has Been and Will be Filed with the
This communication is being made in respect of the Merger between Inotek and Rocket. The proposed Merger will be submitted to the stockholders of Inotek for their consideration. In connection with the Merger, Inotek has filed a preliminary proxy statement with the
Participants in Solicitation
Inotek, Rocket and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Inotek in connection with the Merger. Information about the directors and executive officers of Inotek is set forth in Inotek’s Form 10-K for the fiscal year ended
This document will not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
Inotek Pharmaceuticals Corporation Forward-Looking Statements
This communication contains "forward-looking" statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, known as the PSLRA. These statements, as they relate to stockholder votes for or against the proposals set forth in the preliminary proxy statement, Inotek or Rocket, the management of either such company or the proposed transaction between Inotek and Rocket, involve risks and uncertainties that may cause results to differ materially from those set forth in the statements. These statements are based on current plans, estimates and projections, and therefore, you are cautioned not to place undue reliance on them. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. Inotek and Rocket undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by law. Forward-looking statements are not historical facts, but rather are based on current expectations, estimates, assumptions and projections about the business and future financial results of the pharmaceutical industry, and other legal, regulatory and economic developments. We use words such as "anticipates," "believes," "plans," "expects," "projects," "future," "intends," "may," "will," "should," "could," "estimates," "predicts," "potential," "continue," "guidance," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including, but not limited to, those described in the documents Inotek has filed with the
The foregoing list of factors is not exhaustive. You should carefully
consider the foregoing factors and the other risks and uncertainties
that affect the businesses of Inotek described in the "Risk Factors"
section of its Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, proxy statement and other documents filed by Inotek from time to
time with the
Claudine Prowse, Ph.D.
Vice President, Corporate Development and IRO
Inotek Media & Investor Contact:
Joe Rayne, 781-327-5610