EntreMed to acquire Miikana - acquisition strengthens oncology pipeline.EntreMed, Inc. (Rockville, MD) a clinical-stage pharmaceutical company developing therapeutics for the treatment of cancer and inflammatory diseases, announced that it has entered into a definitive merger agreement under which it will acquire all of the outstanding capital stock of Miikana Therapeutics, Inc. in exchange for 9.96 million shares of EntreMed common stock valued at approximately $21.2 million, based on the closing price of EntreMed's common stock on Wednesday, December 21, 2005. In addition, EntreMed may pay up to an additional $18 million upon the achievement of certain clinical and regulatory milestones. Such additional payments will be made in cash or shares of stock at EntreMed's option. The acquisition does not require regulatory approvals and is expected to close in January 2006. The acquisition of Miikana will expand and complement EntreMed's oncology franchise. Miikana's oncology pipeline includes clinical and pre-clinical drug candidates: * MKC-1, is an orally-active, novel, small molecule, cell cycle inhibitor with a unique mechanism of action. Specifically, MKC-1 arrests cellular mitosis by inhibiting a novel intracellular target important in cellular trafficking that has been shown to be involved in cell division. MKC-1 will begin Phase 2 studies in metastatic Metastatic The term used to describe a secondary cancer, or one that has spread from one area of the body to another. Mentioned in: Coagulation Disorders metastatic pertaining to or of the nature of a metastasis. breast cancer in early 2006. A second Phase 2 trial with MKC-1 in non-small cell lung cancer Lung Cancer, Non-Small Cell Definition Non-small cell lung cancer (NSCLC) is a disease in which the cells of the lung tissues grow uncontrollably and form tumors. Description There are two kinds of lung cancers, primary and secondary. is anticipated in the second half of 2006. * MKC-1693, an aurora kinase inhibitor, is currently in preclinical studies preclinical studies, n.pl a term used to describe research done before a clinical study. May be laboratory or epidemiologic research. . Aurora kinases are known to be involved in the process of mitosis, or cell division, critical in human cancers. IND-directed studies leading to the filing of an IND are anticipated in 2006. * MKC-1704, a histone deacetylase (HDAC HDAC Histone Deacetylase (biochemistry) HDAC Heavy Duty Air Cylinder ) inhibitor, is currently in preclinical studies. HDAC inhibitors have been shown to arrest cancer cell growth and/or induce apoptosis both in vivo in vivo /in vi·vo/ (ve´vo) [L.] within the living body. in vi·vo adj. Within a living organism. in vivo adv. and in vitro. Identification of a lead molecule and the initiation of IND-enabling studies are anticipated for 2006. EntreMed President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. , James S. Burns, commented on the transaction, "The acquisition of Miikana is a logical step in EntreMed's growth and represents an important milestone in achieving our goal of building a sustainable oncology and inflammation franchise. Miikana has a complementary pipeline of clinical and preclinical programs that will further strengthen EntreMed's position in multi-mechanism oncology therapies." Mr. Burns further commented, "We spent considerable time this year looking at opportunities to broaden our pipeline with product candidates that fit our expertise in cell cycle regulation, apoptosis, and angiogenesis angiogenesis /an·gio·gen·e·sis/ (-jen´e-sis) vasculogenesis; development of blood vessels either in the embryo or in the form of neovascularization or revascularization. an·gi·o·gen·e·sis n. . With the addition of Miikana's programs, EntreMed's 2006 potential clinical milestones include multiple Phase 2 trials for Panzem NCD NCD - Network Computing Devices , multiple Phase 2 trials for MKC-1, and Phase 1 trials for ENMD-1198. This clinical lineup, plus anticipated IND filings in 2006, continues our transition as a development-oriented company with next generation drugs to treat cancer and inflammatory diseases." Since its formation, Miikana has built an oncology pipeline through a strategy that included both in-licensing clinical and preclinical compounds with distinct mechanisms of action, and generating medicinal chemistry-driven internal discovery projects based on specific established targets. In executing this strategy, Miikana received an exclusive worldwide license to develop, manufacture, and commercialize MKC-1 from Hoffmann-La Roche, and utilized its internal discovery capabilities to develop two proprietary preclinical drug candidates, an aurora kinase inhibitor and an HDAC inhibitor. Miikana's founders and management team have a strong track record of success in understanding the molecular mechanisms of disease and developing drugs based on this knowledge. Miikana was founded by Dr. Tak W. Mak, Director of The Campbell Family Institute for Breast Cancer Research and Director of the Advanced Medical Discovery Institute, University Health Network (UHN UHN United Hackers Network (hacker group) UHN Unit Hub Node ) in Toronto and a former Vice President, Research at Amgen and Director of the Amgen Research Institute; Dr. S. Gail Eckhardt, Professor of Medicine and Director of the Developmental Therapeutics and GI Malignancies Programs, University of Colorado Health Sciences Center The University of Colorado Health Sciences Center (UCHSC) is part of the University of Colorado System. It has recently been merged with the University of Colorado at Denver (UCD) to form the University of Colorado at Denver and Health Sciences Center. ; Dr. Mark R. Bray, Director of Research, and formerly Head of Quantitative Biology, Amgen Research Institute and Project Team Leader, Amgen; and Dr. Dinesh V. Patel, President & Chief Operating Officer Chief Operating Officer (COO) The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president. , formerly Senior Vice President of Drug Discovery and Licensing at Versicor (renamed Vicuron). Founding venture capitalists included 5AM Ventures and Aravis Ventures. SG Cowen & Co., LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control acted as financial advisor and Arnold & Porter, LLP LLP - Lower Layer Protocol acted as legal advisor to EntreMed. HSBC HSBC Hongkong and Shanghai Banking Corporation HSBC Humane Society of Broward County (Florida) HSBC Humane Society of Bay County (Bay County, Michigan) Securities (USA) Inc. acted as financial advisor and Cooley Godward LLP acted as legal advisor to Miikana. EntreMed is a clinical-stage pharmaceutical company developing therapeutic candidates primarily for the treatment of cancer and inflammation. Panzem (2-methoxyestradiol or 2ME2), the company's lead drug candidate, is currently in clinical trials for cancer, as well as in preclinical development for non-oncology indications. EntreMed's goal is to develop and commercialize new compounds based on the company's expertise in angiogenesis, cell cycle regulation and inflammation -- processes vital to the treatment of cancer and other diseases, such as rheumatoid arthritis. EntreMed, Inc. +1-240-864-2643 www.entremed.com |
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