MARLBOROUGH, Mass., Jan. 9, 2017 /PRNewswire/ -- RXi Pharmaceuticals Corporation (NASDAQ: RXII), a clinical-stage RNAi company developing innovative therapeutics that address significant unmet medical needs, announced today the closing of its acquisition of all of the outstanding capital stock of MirImmune Inc., a privately-held company focused on the development of next generation immunotherapies for the treatment of cancer, pursuant to that previously disclosed exclusive option agreement.
Under the terms of the stock purchase agreement, MirImmune shareholders will initially receive a total of approximately 2.75 million shares of the Company's common stock and an additional 1.1 million shares of Series C Preferred Stock, which is convertible 1:1 into common stock, subject to receipt of stockholder approval. MirImmune's shareholders will also be entitled to potential additional consideration contingent upon the achievement of certain milestones set forth in the stock purchase agreement.
To date, MirImmune's data using RXi's propriety self-delivering RNAi (sd-rxRNA®) platform have demonstrated the unique applicability of sd-rxRNA for immune checkpoint modulation in cellular immuno-oncology therapies. The advantages of the sd-rxRNA technology include excellent transfection efficiency with little to no loss in cell viability and allows for the potential to silence multiple check points at once including both extracellular and intracellular targets.
"This is an exciting and promising start of 2017 for RXi Pharmaceuticals," said Dr. Geert Cauwenbergh, President and CEO of RXi Pharmaceuticals. He further added that, "The outstanding work done by MirImmune using RXi's proprietary self-delivering RNAi technology has clearly established the unique competitive advantages of the sd-rxRNA platform for cell therapy and immuno-oncology. We anticipate that evaluating our RNAi platform in the immuno-oncology space will open up novel and better therapeutic approaches for treatment of some of the more difficult to treat cancers, including hematological malignancies as well as solid tumors. Finally, the addition of this immuno-oncology program strengthens and diversifies RXi's existing clinical pipeline providing significant value to our shareholders."
To lead the Company in this effort, Alexey Eliseev, PhD has been appointed as RXi's Chief Business Officer. In this new role, Dr. Eliseev will spearhead the business development initiatives for the Company's immunotherapy program. Dr. Eliseev is a highly accomplished leader with over 20 years of experience in academia, biotechnology industry and venture capital and most recently was the founder and CEO of MirImmune Inc. He also co-founded Therascope, later Alantos Pharmaceuticals, with a number of prominent founders including French Nobel Laureate Jean-Marie Lehn, where he later became CTO of the company and President of its US division. Alantos was acquired by Amgen in 2007. Dr. Eliseev was also among the founders of AC Immune (Switzerland) and Boston BioCom LLC. Over recent years, he has worked with Maxwell Biotech Venture Fund as its Managing Director and ran the investment activity of the fund in the United States. Dr. Eliseev earned his PhD in Bioorganic Chemistry from Moscow State University and MBA from the MIT Sloan School of Management. Following postdoctoral research in Germany and in the US, he joined the faculty at SUNY Buffalo in 1995 where he was awarded tenure in 2000.
Dr. Eliseev said, "I look forward to joining the team at RXi and applying its unique self-delivering RNAi platform to the development of cell-based cancer immunotherapies." James D. Griffin, MD, Chairman, Department of Medical Oncology, Dana-Farber Cancer Institute further added that, "The formation of one entity through the merger of RXi Pharmaceuticals and MirImmune Inc. is exciting news for the immuno-oncology and cell therapy space."
About RXi's Proprietary Self-delivering RNAi (sd-rxRNA) Technology Platform
RXi's proprietary sd-rxRNA technology has many advantages over its competitors in the RNAi space. Scientists at RXi have designed chemically-modified RNAi compounds with improved drug-like properties that are potent, stable and specific. These proprietary compounds have built-in delivery properties and therefore do not require a delivery vehicle for local therapeutic applications. The enhanced properties of sd-rxRNA include: efficient spontaneous cellular uptake, stability, reduced potential for immune stimulation, and potent, long-lasting intracellular activity. All cell types tested (primary, neuronal and non-adherent) internalize sd-rxRNA compounds uniformly and efficiently, resulting in potent and long lasting silencing. sd‑rxRNA compounds have the ability to selectively block the expression of any target in the genome providing applicability to a broad spectrum of therapeutic areas.
About MirImmune Inc.
MirImmune was a privately held biopharmaceutical company focused on the development of new generation immunotherapies for cancer. Aiming to achieve long-term survival of cancer patients, it combined two leading approaches to cancer treatment: immune checkpoint inhibition and cell-based immunotherapies.
About RXi Pharmaceuticals
RXi Pharmaceuticals Corporation (NASDAQ: RXII) is a clinical-stage company developing innovative therapeutics that address significant unmet medical needs. Building on the pioneering discovery of RNAi, the Company's discovery and clinical development programs are based on its proprietary self-delivering RNAi (sd-rxRNA®) platform. RXi's robust pipeline, coupled with an extensive patent portfolio, provides for multiple product and business development opportunities across a broad spectrum of therapeutic areas. We are committed to being a partner of choice for academia, small companies, and large multinationals. We welcome ideas and proposals for strategic alliances, including in- and out-licensing opportunities, to advance and further develop strategic areas of interest. Additional information may be found on the Company's website, www.rxipharma.com.
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the risks and uncertainties associated with: the actual realization of anticipated benefits of the acquisition of MirImmune; risks that we may not be able to successfully develop and commercialize our product candidates; risks that product development and clinical studies may be delayed, not proceed as planned and/or be subject to significant cost over-runs; risks related to the development and commercialization of products by competitors; risks related to our ability to control the timing and terms of collaborations with third parties; and risks that other companies or organizations may assert patent rights preventing us from developing or commercializing our product candidates and other risks detailed in our most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and other documents filed with or furnished to the Securities and Exchange Commission. Readers are urged to review these risk factors and to not act in reliance on any forward-looking statements, as actual results may differ from those contemplated by our forward-looking statements. RXi does not undertake to update forward-looking statements to reflect a change in its views, events or circumstances.
RXi Pharmaceuticals Corporation
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SOURCE RXi Pharmaceuticals Corporation