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Richmond, California
June 28, 2001
Sangamo BioSciences, Inc. (Nasdaq: SGMO) today announced
that it has signed a definitive purchase agreement to acquire
Gendaq Ltd., a privately held biotechnology company
headquartered in London. Under the terms of the agreement,
Sangamo will issue 2,125,000 shares of its common stock to
acquire all of Gendaq's outstanding shares, and will reserve an
additional 125,000 shares to assume all of Gendaq's outstanding
options. The transaction, which values Gendaq at approximately
$30 million, is expected to be completed next quarter. Once the
transaction is finalized, Sangamo will acquire all of the
business of Gendaq including a research team comprising 16
scientists, 22 patent applications and 2 issued patents, and in
excess of $5 million in cash.
"This acquisition reflects our belief that zinc finger
DNA-binding protein transcription factors will be the dominant
platform for targeted gene regulation, and the addition of
Gendaq's considerable scientific and intellectual property
assets will be a critical component of our future commercial
success," said Edward Lanphier, Sangamo's president and chief
executive officer. "The Gendaq acquisition adds further strength
to our already substantial patent portfolio and achieves our
goal of gaining the participation within Sangamo of the
principal academic thought leaders in the ZFP field."
Gene Regulation
Both Sangamo and Gendaq have focused their research efforts on
regulating genes through the engineering of a specific class of
transcription factors known as zinc finger DNA-binding proteins
(ZFPs). ZFPs are the dominant class of naturally occurring
transcription factors in humans and many other organisms.
Transcription factors, which are found in the nucleus of every
cell, interact with DNA to regulate gene expression. Since the
over-expression or under-expression of individual genes is the
basis for many diseases, the ability to regulate genes with
engineered zinc finger DNA-binding protein transcription factors
(ZFP TFs) has significant potential in the discovery and
validation of new drug targets and the therapeutic regulation of
disease- associated genes.
Sangamo, founded in 1995, has established a number of corporate
partnerships to access important commercial opportunities in
diverse markets, including: the discovery and validation of new
genomics-based drug targets, the discovery and development of
novel human therapeutics, and in plant agriculture. Founded in
1999, Gendaq is focused on the engineering of ZFPs based on the
research of Sir Aaron Klug of the Medical Research Council.
Gendaq's structural biology capabilities, particularly in the
areas of high- throughput in vitro selection of ZFPs, will
augment Sangamo's existing methodologies.
"We are looking forward to integrating Gendaq's distinctive
expertise in the selection and engineering of ZFPs into the
Sangamo technology platform," said Casey Case, Ph.D., Sangamo's
vice president of research. "We have a great deal of respect for
the caliber of Gendaq's research, and it directly complements
Sangamo's science. By consolidating resources, we are further
enhancing Sangamo as the leader in this technology."
Management Roles
Members of Gendaq's management team will continue to play a key
role in the combined organization. Sir Aaron Klug, OM FRS, one
of Gendaq's scientific founders and a pioneer in the ZFP field,
will join Sangamo's scientific advisory board. Professor Klug
has been the recipient of numerous honors and awards including
the Nobel Prize for Chemistry in 1982. He was director of the
Medical Research Council (MRC) Laboratory of Molecular Biology
from 1986 to 1996, and is the immediate past president of the
Royal Society. Timothy Brears, Ph.D., Gendaq co-founder
and chief executive officer, will have expanded strategic and
business development responsibilities. Yen Choo, Ph.D.,
co-founder of Gendaq and chief scientific officer, will continue
to head the UK research operation.
"Sangamo has moved strategically and aggressively to build the
pre-eminent position in the scientific and commercial
application of ZFP TFs," said Sir Aaron. "This consolidation of
intellectual property and scientific assets catapults Sangamo
into a unique position. I look forward to working with their
research team, including the Sangamo scientific advisory board,
to advance this very powerful gene regulation platform."
"Sangamo has sent a very clear message that they are
establishing themselves as the leading gene regulation company,"
said Dr. Brears. "Their vision of leveraging technical
excellence to achieve commercial success resonated well with our
team. We believe the combined organization will make significant
contributions in a number of different markets."
About Sangamo
Sangamo is focused on the research and development of novel
transcription factors for the regulation of gene expression.
Sangamo's Universal Gene Recognition(TM) technology enables the
engineering of tran scription factors known as zinc finger
DNA-binding proteins, or ZFP TFs. By engineering ZFP TFs so that
they can recognize a specific gene, Sangamo has created ZFP TFs
that can control gene expression and, consequently, cell
function. The company intends to establish Universal Gene
Recognition as a widely used technology for commercial
applications in
pharmaceutical discovery, human therapeutics, clinical
diagnostics, agriculture and industrial biotechnology. Over
twenty leading pharmaceutical and biotechnology companies have
utilized ZFP TFs. In addition, Sangamo is developing novel ZFP
TF-based therapeutics for the treatment of cardiovascular
disease. For more information about Sangamo, visit the company's
web site at www.sangamo.com.
Company news release
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