Merger Agreement for Astellas Pharma Inc and iota Biosciences

Merger Agreement for Astellas Pharma Inc and iota biosciences

Astellas Pharma Inc. and iota Biosciences, Inc. have announced that Astellas, through a U.S. subsidiary, and iota have entered into a Merger Agreement, with Astellas acquiring iota.

Pharmaceutical company Astellas is currently promoting the Focus Area Approach, which is designed to identify opportunities for the continuous creation of new drugs to address diseases with high unmet medical needs by focusing on Biology and Modality. iota’s innovative technology uses ultrasound both to power the devices and to enable wireless communication. This resulted in the ability to develop unprecedentedly ultra-small (millimeter sized) battery-free, wireless implantable medical devices.

Astellas and iota previously entered into a Research and Development Agreement in August 2019 (the “R&D Agreement”) to jointly conduct research and development activities associated with iota’s ultrasonic-powered bioelectronic devices (also known as ‘neural dust’) in a number of indications. In carrying out the activities contemplated under the R&D Agreement, the companies have evaluated detailed specifications for implantable medical devices focused on multiple diseases with high unmet medical needs. This Merger Agreement, which contemplates the utilization of iota’s unique technology as a platform to advance innovation in the bioelectronics field, is expected to accelerate Astellas’ Rx+® business not only by expediting the Rx+® projects previously covered under the R&D Agreement but also by allowing exploration of other applications of iota’s unique bioelectronics technology for new target diseases and developing new  technologies.

Conventional implantable medical devices require batteries for power supply and wires or large electronic circuits to facilitate communications. This has made size reduction difficult and has often resulted in highly invasive implant procedures. In contrast, iota’s bioelectronic devices can be implanted through a less invasive operative procedure and offer promise for a new healthcare solution with improved effectiveness and reduced physical burden for the patients during and after surgery.

Since the signing of the R&D Agreement last year, the companies have advanced joint research and development by leveraging respective strengths of the parties: iota with its core technology and world-class talent in the field of bioelectronics and Astellas with its expertise and deep understandings in biology and diseases as well as experiences in advancing medical solutions from research to market. Clinical trials of multiple projects including those under the R&D Agreement are expected to start in the early 2020s.

Kenji Yasukawa, Ph.D., President and CEO, Astellas said: “I believe that iota’s technology is a promising core technology that can be applied not only to the current programs we are working on, but to broader types of diseases that have yet to be worked on. I expect that the combination of their capabilities with our strength cultivated through our Rx business will become a strong basis to further drive our Rx+® business.”

Michel Maharbiz, Ph.D. and Jose Carmena, Ph.D., Co-founders and Co-CEOs, iota said: “The partnership between iota Biosciences and Astellas allows us to combine our respective strengths to bring revolutionary new approaches to managing and treating diseases that affect hundreds of millions of people across the world. A new era in bioelectronic medicine is dawning and iota Biosciences, powered by Astellas, will be leading the charge.”