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Q32 Bio sells ADX-097 to Akebia Therapeutics for $7.0 million upfront

Tickers QTTBAKBA

Q32 Bio closed the asset sale on November 28, 2025 and is eligible for up to $580 million in milestones plus royalties. It now expects cash to fund operations into the second half of 2027.

Key facts

Companies
Q32 Bio Inc. (NASDAQ: QTTB), Akebia Therapeutics, Inc. (NASDAQ: AKBA)
News type
Mergers
Primary source
Q32 Bio Inc. Form 8-K filed December 1, 2025 (SEC EDGAR)
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Q32 Bio Inc. (Nasdaq: QTTB) sold its complement inhibitor ADX-097 to Akebia Therapeutics, Inc. (Nasdaq: AKBA) on November 28, 2025. Q32 Bio received an upfront payment of $7.0 million on the closing date and is eligible for up to $580 million in milestone payments and tiered royalties. The company disclosed the asset sale in a Form 8-K filed December 1, 2025. It also said it now expects its cash to fund operations into the second half of 2027.

What the filing says

Q32 Bio and its wholly owned subsidiary, Q32 Bio Operations Inc., signed an Asset Purchase Agreement with Akebia. Under it, the two sellers transferred substantially all of their assets related to the research, development, manufacture and commercialization of ADX-097. Akebia is now responsible for any future development and commercialization of the drug candidate.

The payment terms

Q32 Bio received $7.0 million on the Closing Date. It will receive a further $3.0 million on the six-month anniversary of the Closing Date. It will also receive a near-term milestone payment of $2.0 million upon the earlier of achievement of the first milestone under the agreement or December 31, 2026.

Beyond those amounts, Q32 Bio is eligible to receive up to $580 million on specified milestones. Up to $92.5 million relates to development and regulatory milestones and up to $487.5 million to commercial milestones.

Q32 Bio is also eligible for tiered royalties on potential future sales of ADX-097, ranging from low single-digit to mid-teen percentages of annual net sales. Royalties expire country by country on the later of two dates: the expiration of the last-to-expire valid claim of any transferred patent right covering the product in that country, or the tenth anniversary of the first commercial sale there.

The agreement contains customary representations, warranties, conditions and covenants. Q32 Bio and Akebia will each indemnify the other, subject to certain limits, for losses from breaches and for liabilities allocated to them. The company says the full agreement will be filed as an exhibit to its Annual Report on Form 10-K for the year ended December 31, 2025.

The license termination

In connection with the sale, Q32 Bio terminated its obligations under an exclusive license agreement dated August 9, 2017, as amended in February 2018, September 2018, and April 2019. The agreement was with The Regents of the University of Colorado and covered worldwide, royalty-bearing, sublicensable licenses to patents and know-how owned by Colorado and Medical University of South Carolina relating to ADX-097. The license was amended and restated, and all of the company's rights and obligations under it moved to Akebia.

Cash runway

On December 1, 2025, Q32 Bio said it now expects its cash and cash equivalents, together with the $7.0 million upfront payment and $5.0 million in anticipated near-term milestone payments, to fund operations into the second half of 2027. That period runs through the SIGNAL-AA Part A OLE and topline results of the SIGNAL-AA Part B trial, which the company expects in mid-2026. In the press release, Chief Executive Officer Jodie Morrison said, "This transaction strengthens our cash position through additional non-dilutive funding, extending our runway into the second half of 2027."

About the company

Q32 Bio calls itself a clinical stage biotechnology company focused on alopecia areata and other autoimmune and inflammatory diseases. It is advancing bempikibart (ADX-914), a fully human anti-IL-7Rα antibody, for alopecia areata in an ongoing Phase 2 program. After the sale, the company keeps its wholly owned tissue-targeted complement inhibitor platform, including ADX-096 and other early-stage assets, and says it is continuing to evaluate strategic options for those programs.

Morrison signed the Form 8-K. The company's annual report on Form 10-K, filed March 11, 2025, lists David Grayzel among its directors.

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