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EXHIBIT 99.1
[LOGO]
Contact:
Targeted Genetics Corporation Noonan/Russo Communications
Stephanie Seiler, Ph.D. Page Sargisson (media)
Director, Communications (415) 677-4455, ext. 229
(206) 521-7823 Mary Claire Bice (investors)
(212) 696-4455, ext. 238
TARGETED GENETICS TO ACQUIRE GENOVO
-Cash flow positive acquisition adds partnerships, product opportunities, and
AAV technology-
Seattle, WA--August 9, 2000-- Targeted Genetics Corporation (Nasdaq: TGEN) today
announced the signing of a definitive merger agreement for the acquisition of
Genovo, a privately-held gene therapy company based in Sharon Hill,
Pennsylvania. Separately, the Company today also announced the establishment of
a major multi-product development and commercialization collaboration with
Biogen, Inc., a major shareholder of Genovo, valued at up to $125 million.
Together, the transactions are expected to be cash flow positive to Targeted
Genetics over the next three years.
"The acquisition of Genovo is a strategic move that provides four new product
opportunities and two new corporate partnerships while strengthening our already
significant patent portfolio in the area of AAV production," said H. Stewart
Parker, President and Chief Executive Officer of Targeted Genetics. "Genovo has
important intellectual property and expertise in the area of AAV vector
development, particularly related to rapid vector production of multiple product
candidates. We believe that this will be especially useful for the initial steps
of AAV-based product development and for the application of AAV-based gene
delivery to the target validation and functional genomics initiatives ongoing in
the biotechnology and pharmaceutical industries. Genovo also has several
exciting product opportunities that complement our growing product development
pipeline. We believe that this transaction is an exceptional opportunity to
consolidate several technologies related to AAV-based product development, an
area in which we already have established a considerable leadership
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position. Moreover, this acquisition brings us product development
collaborations with two premier biotechnology companies. The existing
partnership with Genzyme and the expanded partnership that Targeted Genetics has
established with Biogen are expected to strengthen the Company's financial
position, providing Targeted Genetics with important resources to help realize
the full potential of its technologies."
Targeted Genetics will issue 6.63 million shares of common stock to make the
acquisition. Based on the August 8/th/ closing price of Targeted Genetics'
stock, the transaction is valued at $67 million. Genovo's major assets include:
. Proprietary AAV-based product development programs in the areas of
hyperlipidemia, atherosclerosis and hemophilia
. A collaboration with Genzyme covering the development of viral-based
products to treat lysosomal storage disorders
. Intellectual property covering production, composition of matter and use of
AAV-based products and additional patents related to other viral vector
systems
. Valuable expertise in the area of small molecule based gene regulation
. Additionally, Targeted Genetics has negotiated a new agreement with Biogen
that replaces one established between Genovo and Biogen in 1995. The new
agreement, which was announced separately today, covers an ongoing product
development program in the oncology field and up to four other product
candidates to be determined by Biogen and Targeted Genetics over the next
three years
The transaction is expected to close in approximately one month, pending Hart-
Scott-Rodino review, approval by Genovo's shareholders and subject to the
satisfaction of other customary conditions.
"We are pleased to be joining forces with the premier gene therapy company,"
said Dr. Eric Aguiar, Chief Executive Officer of Genovo. "Our ability to move
our programs forward requires the development of clinical and commercial-scale
manufacturing capabilities. Rather than devoting a significant amount of time
and our financial resources to developing this infrastructure, we determined
that we could more quickly realize the value of our programs by joining forces
with the leader in AAV manufacturing and AAV-based product development. The
Genovo and Targeted Genetics patent and product portfolios are complementary,
and our combined strengths will solidify Targeted Genetics' leadership position
in the gene therapy arena. Moreover, Targeted Genetics' expertise in preclinical
and clinical development and quality and regulatory affairs will help to advance
Genovo's hyperlipidemia, atherosclerosis and hemophilia programs more rapidly
than we could have achieved on our own. We believe that the patients and
shareholders of both companies will benefit tremendously from this combination."
Upon closing of the transaction, Targeted Genetics' major assets will include:
. Major collaborations with Biogen, Genzyme, Elan and Celltech
. Clinical programs in cystic fibrosis and multiple cancer indications
. Preclinical programs in hemophilia, cancer, hyperlipidemia and
atherosclerosis, arthritis, lysosomal storage disorders and AIDS prophylaxis
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. Significant intellectual property covering multiple viral and synthetic gene
delivery systems, multiple patents in the area of cell therapy and rights to a
number of genes
As a significant shareholder in Genovo, Biogen will, upon the close of the
transaction, own approximately 9% of Targeted Genetics' outstanding common
stock. In connection with the transaction, Joseph M. Davie, M.D., Ph.D., former
Senior Vice President, Research, at Biogen and a member of Genovo's Board of
Directors will be named to the Board of Targeted Genetics.
"In addition to providing us with defined new product opportunities, this
acquisition also enhances our ability to attract new corporate partners," said
Ms. Parker. "Genovo's technology and expertise related to the rapid production
of multiple AAV vectors complement our existing expertise in large-scale
manufacturing of AAV vectors, core competencies in the development of synthetic
gene delivery systems and demonstrated abilities to move multiple products
efficiently from the bench to the clinic. We have established a critical mass of
technology and know how, and we believe that this will provide a variety of
partnership opportunities in both the product development and toolbox areas."
Targeted Genetics Corporation develops gene therapy products for the treatment
of acquired and inherited diseases. The Company has lead clinical product
development programs targeting cystic fibrosis and cancer, and a promising
preclinical pipeline of product candidates focused on hemophilia A, arthritis,
cancer and AIDS prophylaxis. The Company has a broad platform of gene delivery
technologies, as well as a promising body of technology for cellular therapy.
For more information about Targeted Genetics Corporation please visit the
Company's web site at http://www.targetedgenetics.com.
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Genovo, Inc., is a privately-held biotechnology company focusing on the design,
and early stage clinical development of gene-based therapeutic products for the
treatment of human disease. Genovo's product development pipeline includes its
internal programs for hyperlipidemia, atherosclerosis, hemophilia, and wound
healing as well as strategic partnerships with Genzyme General to develop gene
therapy for lysosomal storage disorders and Biogen, Inc., to develop gene
therapy applications for liver and lung diseases and cancer. Genovo's technology
platform includes over 145 issued patents and patent applications covering gene
therapy vectors, manufacturing, and methods of use.
NOTE: This release contains forward-looking statements that are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those projected. The words "believes," "expects," "intends,"
"anticipates," and similar expressions identify forward-looking statements, but
their absence does not mean that the statement is not forward-looking. These
statements are not guarantees of future performance. A number of factors could
affect the Company's actual results including the risk factors described in the
Company's latest Quarterly Report on Form 10-Q filed with the SEC on May 15,
2000 for a more detailed description of such factors. You should not place an
undue reliance on these forward-looking statements, which speak
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only as of the date of this release. The Company undertakes no obligation to
update publicly any forward-looking statements to reflect new information,
events or circumstances after the date of this release.
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Editor's Note: This release can also be found at www.noonanrusso.com.
