SAN DIEGO--(BUSINESS WIRE)--Inovio Biomedical Corporation (NYSE Amex:INO) announced today that its
merger with VGX Pharmaceuticals has been completed.
An investor conference call is scheduled for Tuesday, June 2nd,
at 9:00 a.m. Eastern. The call will consist of an oral presentation,
followed by an analyst-only question and answer session to which all
callers may listen. Dial-in and webcast details follow at the end of
this release.
This merger advances Inovio’s ability to play a leadership role in the
discovery, development, and delivery of an important new generation of
vaccines, called DNA vaccines. Inovio’s strategic intellectual property
platform consists of an advanced DNA vaccine design technology; a
multi-candidate preclinical and clinical DNA vaccine pipeline, with much
of the development work funded by partners and collaborators; a
compelling DNA delivery technology based on electroporation; and a
significant patent estate. The combined company has a well-rounded team
of management and scientists with the expertise to execute Inovio’s
vision to create powerful new preventive and therapeutic vaccines
against cancers and chronic infectious diseases such as HIV.
Avtar Dhillon, MD, formerly President and CEO, and now President and
Chairman of the Board of Inovio, stated: “Validation we have achieved
for electroporation-delivered DNA vaccines combined with key trends in
the vaccine space created an opportunity for Inovio to expand and
strengthen its role in the development of next-generation vaccines. The
new combination of assets and people at Inovio forms a strategically
well-positioned and significantly more valuable technology platform and
product pipeline to pursue this opportunity.”
Dr. J. Joseph Kim, previously CEO of VGX Pharmaceuticals, and now CEO
and a director of Inovio, stated: “Better vaccine design and delivery
are two critical requirements to achieving breakthroughs for this new
generation of vaccines. Inovio today has world-class DNA vaccine
expertise and technology, with leading competencies in these areas. With
compelling preclinical data and encouraging proof-of-principle data from
human studies already in hand, we are optimistic about Inovio’s
potential to achieve additional clinical results that will highlight the
company’s leadership in DNA vaccine development.”
Inovio’s DNA vaccine programs include:
- Phase I clinical study, VGX-3100 HPV/cervical cancer vaccine (Inovio)
- Phase I clinical study, PENNVAX-BTM preventive HIV vaccine
without electroporation (Inovio, with HIV Vaccines Trial Network)
- Phase I clinical study, PENNVAX-BTM therapeutic HIV vaccine
without electroporation (Inovio, with University of Pennsylvania)
- Phase I clinical study, hTERT vaccine against breast, lung, prostate
cancers (Merck; licensed Inovio’s electroporation delivery technology)
- Phase I proof-of-concept study, prostate cancer vaccine (University of
Southampton, using Inovio’s electroporation delivery technology)
- Phase I proof-of-concept study, hepatitis C virus vaccine (Tripep,
using Inovio’s electroporation delivery technology)
- IND, awaiting approval: VGX-3400 avian flu vaccine with cross-strain
capability (Inovio)
- Pre-IND: PENNVAX-B™ preventive HIV vaccine using electroporation
(Inovio, with HIV Vaccines Trial Network)
- Pre-clinical: PENNVAX-GP™ preventive HIV vaccine (Inovio; funded by
$23.5 million grant from NIH National Institute of Allergy and
Infectious Diseases)
- Pre-clinical: universal influenza vaccine with sufficiently broad
cross-strain capability to encompass both seasonal and
pandemic-potential influenza strains (Inovio)
Other assets of the company include:
- VGX-1027, a rheumatoid arthritis/type 1 diabetes small molecule drug
candidate, which successfully completed a Phase I clinical study and
is being prepared for a phase II study.
- 25% stake in VGX International, a publicly-traded company (Korean Stock Exchange:011000) with a DNA vaccine manufacturing subsidiary
operating in Texas.
- VGX Animal Health, Inc., a majority-owned subsidiary that markets the
LifeTideTM animal growth hormone for swine. LifeTide™ is
one of only four DNA-based treatments approved for use in animals and
is the only DNA-based agent delivered using electroporation that has
been granted marketing approval (Australia).
Inovio’s senior management team:
- J. Joseph Kim, Ph.D., Chief Executive Officer and Director
- Avtar S. Dhillon, M.D., President and Chairman of the Board
- Peter D. Kies, Chief Financial Officer
- C. Jo White, M.D., Chief Medical Officer
- Niranjan Y. Sardesai, Ph.D., Senior VP, Research and Development
- Kevin W. Rassas, Senior VP, Business Development
In addition, Dr. David Weiner, a respected DNA vaccine pioneer who is a
professor at the University of Pennsylvania and a co-founder of VGX
Pharmaceuticals, will be Inovio’s Chairman of the Scientific Advisory
Board, a role he also held with VGX.
Inovio has 37 staff working in facilities in Blue Bell, PA; The
Woodlands, TX; and San Diego, CA.
As of March 31st, Inovio had a cash position of $11.7 million
and VGX had a cash position of $2.7 million. Management believes this
cash position will support Inovio’s operations through Q2 2010. As of
completion of the merger on June 1, 2009, Inovio had approximately 85.7
million shares issued and outstanding and approximately 115.3 million
shares outstanding on a fully diluted basis.
Conference Call Details |
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| Live Participant Dial In (Toll Free): (877) 407-8033 |
| Live Participant Dial In (International): (201) 689-8033 |
|
| Replay Number (Toll Free): 1-877-660-6853 |
| Replay Number (International): 1-201-612-7415 |
| Replay Passcodes (both required for playback): |
| Account #: 286 |
| Conference ID #:324752 |
| Teleconference Replay Available Until:06/09/09 11:59 PM |
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Live or archived webcast available at http://www.inovio.com. |
About the Inovio/VGX Merger Transaction
On December 5, 2008, Inovio and VGX executed an amended and restated
merger agreement, which provided for the issuance of Inovio’s securities
in exchange for all of the outstanding securities of VGX and the merger
of VGX into Inovio Acquistion, LLC, a wholly-owned subsidiary of Inovio,
subject to customary closing conditions, including the approval of the
transaction by each company’s stockholders. On May 29, 2009, Inovio and
VGX announced that the stockholders of each company approved the merger
agreement and the transaction contemplated thereby, including approval
by the Inovio stockholders of the issuance of Inovio securities in the
transaction. On June 1, 2009, VGX merged with and into Inovio
Acquisition, LLC, which concurrently changed its name to VGX
Pharmaceuticals, LLC. VGX Pharmaceuticals, LLC is the successor to all
of VGX’s business, properties, assets and obligations (other than the
outstanding options and warrants to purchase shares of VGX common stock
that were assumed by the Inovio), and remains a wholly-owned subsidiary
of Inovio, utilizing a single, integrated management team with Inovio.
Based on the share capital outstanding of each of Inovio and VGX
immediately prior to closing, continuing holders of Inovio securities
own approximately 48.22% and former holders of VGX securities own
approximately 51.78% of the fully-diluted share capital of the combined
company, and 51.59% and 48.41%, respectively, of the issued and
outstanding shares of capital stock post-merger (including the
outstanding shares of the Inovio’s Series C preferred stock on an
as-converted basis).
About Inovio Biomedical Corporation
Inovio Biomedical is engaged in the discovery, development, and delivery
of a new generation of vaccines, called DNA vaccines, focused on cancers
and infectious diseases. The company’s SynCon™ technology enables the
design of DNA-based vaccines better-targeted to desired immune system
mechanisms and capable of providing cross-protection against evolving,
unmatched strains of pathogens such as influenza. Inovio’s
electroporation DNA delivery technology uses brief, controlled
electrical pulses to increase cellular DNA vaccine uptake. Initial human
data has shown this method can safely and significantly increase gene
expression and immune responses. Inovio’s clinical programs include
HPV/cervical cancer (therapeutic) and HIV vaccines. An IND has been
filed for an avian influenza vaccine. Partners and collaborators include
Merck, Tripep, University of Southampton, University of Pennsylvania,
and HIV Vaccines Trial Network. Inovio’s product candidates and
technologies are protected by an extensive global intellectual property
portfolio. More information is available at www.inovio.com.
This press release contains certain forward-looking statements
relating to our plans to develop electroporation-based drug and gene
delivery technologies and DNA vaccines. Actual events or results may
differ from the expectations set forth herein as a result of a number of
factors, including uncertainties inherent in clinical trials and product
development programs (including, but not limited to, the fact that
pre-clinical and clinical results referenced in this release may not be
indicative of results achievable in other trials or for other
indications and that results from one study may not necessarily be
reflected or supported by the results of other similar studies), the
availability of funding to support continuing research and studies in an
effort to prove safety and efficacy of electroporation technology as a
delivery mechanism or develop viable DNA vaccines, the availability or
potential availability of alternative therapies or treatments for the
conditions targeted by the parties or their collaborators, including
alternatives that may be more efficacious or cost-effective than any
therapy or treatment that the parties and their collaborators hope to
develop, evaluation of potential opportunities, issues involving patents
and whether they or licenses to them will provide the parties with
meaningful protection from others using the covered technologies,
whether such proprietary rights are enforceable or defensible or
infringe or allegedly infringe on rights of others or can withstand
claims of invalidity and whether the combined company can finance or
devote other significant resources that may be necessary to prosecute,
protect or defend them, the level of corporate expenditures, assessments
of the companies’ combined technology by potential corporate or other
partners or collaborators, capital market conditions, our ability to
successfully integrate the two companies, the impact of government
healthcare proposals, our ability to maintain listing of our common
stock under the rules and regulations of the NYSE Amex and other factors
set forth in our Annual Report on Form 10-K for the year ended
December 31, 2008, our Form 10-Q for the three months ended March 31,
2009, and other regulatory filings from time to time, including our
current report on Form 8-K reporting the closing of the merger
transaction with VGX Pharmaceuticals, Inc. There can be no assurance
that any product in Inovio’s pipeline will be successfully developed or
manufactured, that final results of clinical studies will be supportive
of regulatory approvals required to market licensed products, or that
any of the forward-looking information provided herein will be proven
accurate.
Contact:
Investors:
Inovio Biomedical
Bernie Hertel, 858-410-3101
or
Media:
Richardson & Associates
Jeff Richardson, 805-491-8313