Syncona Limited Portfolio Company Successfully Completes Tender Offer and Acquisition of Applied Genetic Technologies Corporation
01 Diciembre 2022 - 6:00AM
Applied Genetic Technologies Corporation (“AGTC” or the “Company”)
(Nasdaq: AGTC), announced today the successful completion of the
previously announced tender offer (the “Offer”) to purchase all of
the issued and outstanding shares of common stock of AGTC by a
portfolio company of Syncona Limited (LON: SYNC) (“Syncona”). The
Offer, as extended, expired at 5:00 p.m., Eastern Time, on November
30, 2022, and the acquisition was completed through a merger under
Section 251(h) of the General Corporation Law of the State of
Delaware. Pursuant to the terms of the definitive merger agreement,
AGTC stockholders are entitled to receive $0.34 per share in cash
at closing, plus up to an additional $0.73 per share payable
pursuant to contingent value rights (CVRs) upon the achievement of
specified milestones.
As a result of the merger, AGTC has become an
indirect, wholly owned subsidiary of Syncona Limited. In the
merger, each share of AGTC (other than those shares held by Syncona
or AGTC or any of their respective subsidiaries or shares held by
any stockholder who properly demand appraisal under Delaware law)
was cancelled and converted into the right to receive the same
consideration, without interest, less any applicable withholding
taxes, that was paid in the Offer. As of November 30, 2022, the
common stock of AGTC will no longer be listed for trading on the
Nasdaq Global Stock Market.
About AGTCAGTC is a
clinical-stage biotechnology company developing genetic therapies
for people with rare and debilitating ophthalmic, otologic and
central nervous system (CNS) diseases. AGTC is designing and
constructing critical gene therapy elements and bringing them
together to develop customized therapies with the potential to
address unmet patient needs. AGTC’s most advanced clinical programs
in XLRP and ACHM CNGB3 leverage its technology platform to
potentially improve vision for patients with inherited retinal
diseases. Its preclinical programs build on the AGTC’s AAV
manufacturing technology and scientific expertise. AGTC is
advancing multiple pipeline candidates to address substantial unmet
clinical needs in optogenetics, otology and CNS disorders, and has
entered into strategic collaborations with companies including
Bionic Sight, Inc., an innovator in the emerging field of
optogenetics and retinal coding, and Otonomy, Inc., a
biopharmaceutical company dedicated to the development of
innovative therapeutics for neurotology.
About Syncona Limited Syncona's
purpose is to invest to extend and enhance human life. We do this
by founding and building companies to deliver transformational
treatments to patients in areas of high unmet need.
Our strategy is to found, build and fund
companies around exceptional science to create a diversified
portfolio of 15-20 globally leading healthcare businesses for the
benefit of all our stakeholders. We focus on developing treatments
for patients by working in close partnership with world-class
academic founders and management teams. Our balance sheet underpins
our strategy enabling us to take a long-term view as we look to
improve the lives of patients with no or poor treatment options,
build sustainable life science companies and deliver strong
risk-adjusted returns to shareholders.
Forward-looking Statements This
communication contains forward-looking statements. Forward-looking
statements are generally identified by the words “expects”,
“anticipates”, “believes”, “intends”, “estimates”, “plans”, “will
be” and similar expressions. These forward-looking statements
include, without limitation, statements related to the anticipated
benefits of the acquisition of the Company, the anticipated
contingent value right payments, and other statements that are not
historical facts. These forward-looking statements are based on the
Company’s current expectations and inherently involve significant
risks and uncertainties. Actual results and the timing of events
could differ materially from those anticipated in such
forward-looking statements as a result of these risks and
uncertainties, which include, without limitation, risks relating to
product development and commercialization and demand for AGTC’s
products (and, as such, uncertainty that the milestones for the
contingent value right payments may not be achieved); and other
risks related to Company’s business detailed from time-to-time
under the caption “Risk Factors” and elsewhere in Company’s SEC
filings and reports, including its Annual Report on Form 10-K for
the year ended June 30, 2022 and subsequent quarterly and current
reports filed with the SEC. The Company undertakes no duty or
obligation to update any forward-looking statements contained in
this report as a result of new information, future events or
changes in their expectations, except as required by law.
IR Contact: David Carey Lazar FINN
PartnersT: (212) 867-1768 david.carey@finnpartners.com
Corporate Contact:Jonathan LieberChief
Financial OfficerApplied Genetic Technologies CorporationT: (617)
843-5778jlieber@agtc.com
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