Adaptimmune Announces Entry into Definitive Agreement for Sale of TECELRA, lete-cel, afami-cel and uza-cel Cell Therapies to US WorldMeds
Rhea-AI Summary
Adaptimmune (NASDAQ:ADAP) has entered into a definitive agreement to sell its cell therapy portfolio, including TECELRA, lete-cel, afami-cel, and uza-cel, to US WorldMeds for $55 million in cash upfront plus up to $30 million in potential milestone payments.
The transaction includes the transfer of intellectual property rights and US employees involved in development and commercialization. Adaptimmune will retain rights to its preclinical assets, including PRAME, CD70, and its allogeneic program. The company plans to restructure post-transaction to support the transition and maximize value from remaining assets.
US WorldMeds commits to continuing TECELRA's availability to patients and plans to bring lete-cel to market, with approval anticipated in 2026. The deal is expected to close by the end of the week.
Positive
- Immediate cash injection of $55 million to strengthen financial position
- Additional potential milestone payments of up to $30 million
- Retention of valuable preclinical assets including PRAME, CD70, and allogeneic program
- Ensures continued availability of TECELRA to patients through US WorldMeds
Negative
- Sale of core commercial and late-stage assets indicates financial distress
- Loss of revenue-generating TECELRA and near-term potential revenue from lete-cel
- Significant restructuring required, likely involving workforce reductions
- Company forced to divest assets due to financial constraints
News Market Reaction 52 Alerts
On the day this news was published, ADAP declined 71.17%, reflecting a significant negative market reaction. Argus tracked a peak move of +12.7% during that session. Argus tracked a trough of -75.5% from its starting point during tracking. Our momentum scanner triggered 52 alerts that day, indicating high trading interest and price volatility. This price movement removed approximately $227M from the company's valuation, bringing the market cap to $92M at that time. Trading volume was exceptionally heavy at 165.0x the daily average, suggesting significant selling pressure.
Data tracked by StockTitan Argus on the day of publication.
Tecelra will continue to be available to patients without interruption
US WorldMeds plans to bring lete-cel to market and will continue development of uza-cel in collaboration with Galapagos
Purchase price is
Adaptimmune will retain rights to its preclinical assets including PRAME, CD70, and its allogeneic program
Adaptimmune will restructure to support the transition of these therapies to US WorldMeds and to maximize value from its remaining assets
Adaptimmune's Board of Directors determined this transaction is in the best interest of all stakeholders following a comprehensive review of all strategic alternatives
Philadelphia, Pennsylvania and Oxford, United Kingdom--(Newsfile Corp. - July 28, 2025) - Adaptimmune Therapeutics plc (NASDAQ: ADAP), a company redefining the treatment of solid tumor cancers with cell therapy, today announced its entry into a definitive agreement for the sale of TECELRA, lete-cel, afami-cel, and uza-cel cell therapies to US WorldMeds. Consummation of the sale is expected to occur before the end of the week.
Adrian Rawcliffe, Adaptimmune's Chief Executive Officer: "Adaptimmune has been at the forefront of solid tumor cell therapy and delivering groundbreaking treatments to patients for more than a decade. We were the first company to obtain a marketing authorization for an engineered TCR T-cell therapy, TECELRA, and we have a second cell therapy, lete-cel, with approval anticipated in 2026. However, given the financial situation of the Company, it is clear that securing the right strategic option was critical to maximize value for all of our stakeholders and importantly ensure our patients continue to receive TECELRA. After an extensive review of all strategic alternatives available to Adaptimmune we are convinced that this transaction represents the best path forward for Adaptimmune, our patients and stakeholders."
Breck Jones, US WorldMeds Chief Executive Officer: "Anchored by a first-in-class commercial therapy and a promising pipeline, this acquisition is a meaningful step forward in our mission to bring hope and innovation to patients who need it most. US WorldMeds deeply respects the strong foundation Adaptimmune has built in the cell therapy space and is committed to carrying that work forward - advancing and delivering these important therapies to the people and families who are counting on them."
Under the terms of the asset purchase agreement, US WorldMeds will purchase the TECELRA, uza-cel, afami-cel and lete-cel cell therapy assets of Adaptimmune (the "Assigned Assets") and all intellectual property rights exclusively relating to such Assigned Assets. In return, Adaptimmune will receive
US employees involved in the development and commercialization of the Assigned Assets will be offered employment with US WorldMeds to ensure the ongoing success and ability to supply those Assigned Assets. Following the transaction Adaptimmune intends to restructure to support the continued development by US WorldMeds of lete-cel, TECELRA and uza-cel and to maximise value from its remaining assets including its PRAME and CD70 directed T-cell therapies.
TD Cowen acted as financial advisor, and Ropes & Gray LLP provided legal counsel, to Adaptimmune.
Gibson, Dunn & Crutcher LLP provided legal counsel to US WorldMeds.
The transaction will be financed by debt financing led by funds managed by Oaktree Capital Management, L.P. (“Oaktree”), with participation from funds managed by Athyrium Capital Management, LP (“Athyrium”).
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual events or results may differ materially from these forward-looking statements. Words such as "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," "estimate," "predict," "project," "potential," "continue," "future," "opportunity" "will likely result," "target," variations of such words, and similar expressions or negatives of these words are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. Examples of such forward-looking statements include, but are not limited to, express or implied statements regarding: the proposed transaction and related matters; the impact of the proposed transaction on Adaptimmune's share price; the anticipated benefits of the proposed transaction for Adaptimmune's financial results and business performance; Adaptimmune's targets, plans, objectives or goals for future operations, including those related to Adaptimmune's products or product candidates, research and development, product candidate introductions and product candidate approvals as well as cooperation in relation thereto; projections of or targets for revenues, costs, income (or loss), earnings per share, capital expenditures, dividends, capital structure, net financials and other financial measures; future economic performance, future actions and outcome of contingencies such as legal proceedings; the assumptions underlying or relating to such statements; and other risks and uncertainties contained in Adaptimmune's filings with the U.S. Securities and Exchange Commission (the "SEC"), including Adaptimmune's most recently filed Annual Report on Form 10-K and 10-Q. These forward-looking statements speak only as of the date of this release, and Adaptimmune undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable laws.
About Oaktree
Oaktree is a leader among global investment managers specializing in alternative investments, with
About Athyrium
Athyrium is a specialized asset management company formed in 2008 to focus on investment opportunities in the global healthcare sector. Athyrium advises funds with over
Investor Relations and Media Relations
Adrian Rawcliffe - Chief Executive Officer
Adrian.Rawcliffe@adaptimmune.com
Patient Advocacy and Medical Affairs
Laura Gunn - Vice President, Global Medical Affairs
Laura.Gunn@adaptimmune.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/260248
FAQ
What assets is Adaptimmune (ADAP) selling to US WorldMeds?
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When is the Adaptimmune-US WorldMeds transaction expected to close?
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What happens to TECELRA patients after the sale?
