aibioiBio in-licenses anti-myostatin antibody from AstralBio, paying $750,000 upfront in stock
Tickers IBIO
iBio agreed to license an anti-myostatin antibody from AstralBio and paid the $750,000 upfront fee in common stock. AstralBio can earn up to $28 million in milestones, and the antibody's data so far are preclinical.
Key facts
- Company
- iBio, Inc. (NASDAQ: IBIO)
- News type
- Financings
- Primary source
- iBio, Inc. Form 8-K filed January 2, 2025 (SEC EDGAR)
iBio, Inc. (NYSE American: IBIO) entered into an exclusive license agreement on December 31, 2024 with AstralBio, Inc., a Boston company, for an antibody that targets GDF8, also known as myostatin. The company paid the $750,000 upfront fee by issuing common stock, and AstralBio can earn milestone payments of up to a total of $28 million. iBio disclosed the deal in a Form 8-K filed January 2, 2025.
What iBio gets
The license is worldwide and exclusive, and it includes the right to grant sublicenses. It covers AstralBio's licensed patents and know-how for developing, manufacturing and commercializing any product directed to myostatin that contains the licensed antibody. iBio decides on launch, sales, marketing and promotion, and it bears the development, manufacturing and commercialization costs worldwide.
The antibody is now called IBIO-600. The 8-K says AstralBio identified it using iBio's proprietary technology stack and designed it for subcutaneous administration with a potential for an extended half-life. The license follows a Discovery, Option and License Agreement dated March 27, 2024, as amended on October 31, 2024. iBio notified AstralBio that it wished to exercise its option on the myostatin target.
The press release says IBIO-600 is at a preclinical stage. It cites preclinical results showing potent inhibition of myostatin in human muscle cells, and says the molecule has been advanced into non-cGMP in vivo studies in rodents and non-human primates, with first data read-outs expected in early 2025. Those studies are not clinical trials, and the release gives no in vivo results.
Payments, shares and exit terms
The $750,000 upfront fee was due within 30 days after the agreement's effective date, and iBio pays it in common stock, par value $0.001. The 8-K says shares issued under the agreement are exempt from registration under Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D, and that AstralBio represented it is an accredited investor.
The milestone payments depend on specified development and commercial milestones. iBio can pay them in cash or, while it remains listed on NYSE American LLC or another national exchange, in common stock. Any share issuance needs NYSE American approval. The company may not issue shares to AstralBio that would leave AstralBio owning more than 19.9% of iBio's common stock, measured as of the agreement date.
If iBio sublicenses the product, it owes AstralBio a sublicense fee at a low to mid-single-digit percentage of the sublicense proceeds. The agreement can be ended by iBio for any reason on 45 days' written notice. Either party can end it if the other materially breaches and does not cure within 90 days of written notice, or on certain bankruptcy or insolvency events. AstralBio can also terminate if iBio or a sublicensee challenges the patents or the secrecy of the know-how.
Timelines the company gives
iBio says the license expands its cardiometabolic and obesity program. It has also started a bispecific antibody program targeting myostatin and activin A for obesity and cardiometabolic disorders. The company plans to enter clinical investigation in obesity and cardiometabolic disorders in 2026. Those are plans, and the release does not give a trial design or a regulatory date.
Martin Brenner, Ph.D., DVM, iBio's chief executive officer and chief scientific officer, said the goal is to develop therapeutics that offer quality weight loss by reducing obesity, preserving muscle mass and promoting muscle growth while avoiding weight regain. Those are the company's claims about a drug that has not reached the clinic.
The 8-K names no underwriter, placement agent, financial advisor or lender for the license. The 8-K and the release give no cash balance, so the $750,000 fee cannot be set against the company's spending. Because the fee is paid in stock, it does not use cash, but it adds shares to the count. Chief Legal Officer Marc A. Banjak signed the 8-K for iBio on January 2, 2025.