We advised AbelZeta on the transaction

Davis Polk advised AbelZeta in connection with its agreement with AstraZeneca pursuant to which AstraZeneca is acquiring AbelZeta’s 50% share of the China development and commercialization rights to C-CAR031. As a result of the transaction, AstraZeneca will acquire from AbelZeta exclusive rights to develop, manufacture and commercialize C-CAR031 globally. C-CAR031 is an autologous, Glypican 3 (GPC3)-targeting chimeric antigen receptor T-Cell (CAR-T) therapy, designed using AstraZeneca’s dominant negative transforming growth factor-beta receptor II armoring platform, and is currently being investigated for the treatment of hepatocellular carcinoma and other solid tumors.

Under the agreement, AbelZeta will be entitled to receive up to $630 million from AstraZeneca, including an upfront payment and development, regulatory and sales milestone payments for the GPC3 program in China. Under a prior agreement between the parties, AstraZeneca owns the development, manufacturing and commercialization rights to C-CAR031 outside of China. AbelZeta is eligible to receive additional milestone payments and royalties for development outside of China.

AbelZeta is a global clinical-stage biopharmaceutical company that is focused on developing innovative and proprietary cell-based therapeutic products and is committed to ushering in bespoke treatments that harness the body’s own immune system to fight against hematological malignancies, inflammatory and immunological diseases, and solid tumors.

AstraZeneca is a global, science-led biopharmaceutical company that focuses on the discovery, development and commercialization of prescription medicines in oncology, rare diseases and biopharmaceuticals.

The Davis Polk IP and commercial transactions team included partner David R. Bauer and counsel Samantha Lefland. Partner William A. Curran provided tax advice. The antitrust and competition team included partners Jesse Solomon and Matthew Yeowart, counsel Meytal McCoy and associate Andrzej O’Leary. Members of the Davis Polk team are based in the New York, Washington DC and London offices.