Sanofi to take on lead Inhibrx candidate in $2.2bn deal

(Sharecast News) - Inhibrx announced an agreement with Sanofi on Tuesday, under which Sanofi subsidiary Aventis will acquire all assets and liabilities associated with INBRX-101, a recombinant alpha-1 antitrypsin (AAT) augmentation therapy currently being trialled for alpha-1 antitrypsin deficiency (AATD) treatment. At the same time, non-101 assets and liabilities including INBRX-105, INBRX-106, INBRX-109, Inhibrx's non-101 discovery pipeline, and corporate infrastructure, would form a new publicly-traded entity called Inhibrx Biosciences.

Under the deal, Sanofi would merge with Inhibrx, with each Inhibrx shareholder receiving $30.00 per share in cash, one contingent value right per share for a potential $5.00 cash payment upon a regulatory milestone, and one SEC-registered, publicly-listed share of the

new Inhibrx for every four shares of Inhibrx currently held.

Sanofi would also retire Inhibrx's outstanding third-party debt and fund the new Inhibrx with $200m in cash, while retaining an 8% equity interest.

The boards of both Inhibrx and Sanofi unanimously approved the transaction.

They said the total transaction value, combining the upfront cash portion, contingent value payment, and debt assumption, was estimated at $2.2bn.

Inhibrx shareholders would own 92% of the new Inhibrx, which would be capitalised with $200m in cash.

Following the merger, the new Inhibrx would continue to operate under the 'Inhibrx' name, with Mark Lappe serving as chairman and chief executive officer, along with the current management team.

Sanofi was intending to finance the acquisition using available cash resources, with completion contingent on the new Inhibrx spin-off transaction and customary closing conditions, including regulatory approvals and approval by Inhibrx's shareholders.

The transaction was expected to close in the second quarter of 2024.

Reporting by Josh White for Sharecast.com.