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Auven Therapeutics Announces AstraZeneca’s MedImmune Acquires Antibody-Drug Conjugate Company Spirogen and Invests in ADC



  Auven Therapeutics Announces AstraZeneca’s MedImmune Acquires Antibody-Drug
  Conjugate Company Spirogen and Invests in ADC Therapeutics

                 Both Auven Therapeutics Portfolio Companies

  * MedImmune acquires 100% of Spirogen for $200 million in cash and deferred
    consideration of up to $240 million
  * MedImmune and ADC Therapeutics enter into a collaboration agreement for
    two of ADC Therapeutics’ oncology programs
  * MedImmune pays $20 million for an equity investment in ADC Therapeutics
    matched by a $20 million additional investment from Auven Therapeutics
  * MedImmune’s Executive Vice President, Dr. Bahija Jallal, joins ADC
    Therapeutics’ board

Business Wire

LAUSANNE, Switzerland & LONDON & ST THOMAS, U.S. Virgin Islands & NEW YORK --
October 15, 2013

Auven Therapeutics, the global private equity company focused on accelerated
development of breakthrough therapeutic drugs addressing unmet medical needs,
today announced that its strategic investment in the antibody-drug conjugate
(ADC) field has been validated by the sale of its platform technology
portfolio Company Spirogen to MedImmune, the global biologics research and
development arm of AstraZeneca.

MedImmune has also entered into a collaboration agreement with portfolio
Company ADC Therapeutics to jointly develop two of ADC Therapeutics
antibody-drug conjugate programs in preclinical development. MedImmune and
Auven will also make an equity investment in ADC Therapeutics.

ADCs are a clinically-validated cancer drug technology that offers both high
potency and selective targeting of cancer cells. Spirogen’s proprietary
pyrrolobenzodiazepine (PBD) technology attaches highly potent cytotoxic
agents, or ‘warheads’ to specific cancer-targeting antibodies using
biodegradable ‘linkers’. This targeting optimises the delivery of the cancer
drug to the tumour cells only and provides the greatest degree of tumour
killing while minimising the toxicity to the patient.

Dr. Peter B. Corr, co-founder and Managing General Partner of Auven and
Chairman of ADC Therapeutics said: “We anticipate that our work in the ADC
field will be a major driver of value in our fund. We believe that ADCs are
one of the most interesting and important areas we have worked on in our
careers. The combination of tumor-specific antibodies with highly potent
cytotoxic warheads will be game changing in the oncology field.”

Spirogen sale

MedImmune will acquire 100 per cent of the shares of Spirogen for an initial
consideration of $200 million and deferred consideration of up to $240 million
based on reaching predetermined development milestones. Existing out-licensing
agreements remain in place, milestones and royalty rights under which have
been transferred into a holding company 75% owned by Auven.

Commenting on the sale, Spirogen CEO Dr. Chris Martin said: “This deal
reflects the very significant progress made by our scientists, most notably
over the last two years, as we have applied our warhead and linker
technologies to the development of highly potent and specific ADCs. We believe
that PBD-armed antibody-drug conjugates will emerge as a critical component in
the next generation of cancer biologics with the potential to make a
difference for oncologists and their patients. We look forward to combining
our world class capabilities in this area with MedImmune’s ability to develop
this exciting class of oncology drugs.”

Following Auven’s investment in Spirogen, the Company has expanded and made
major technical advances toward optimizing the stability and therapeutic
window of PBD-warheaded ADCs, working closely with its collaborators including
ADC Therapeutics.

Stephen Evans-Freke, co-founder and Managing General Partner of Auven and
Chairman of Spirogen commented: “While our business strategy for Spirogen had
been to license its ADC warhead technology to multiple industry partners, an
unsolicited approach by an unrelated party to this deal to acquire the Company
caused us to explore with Lazard the potential for enhanced value realization
through an outright sale. While we had interest from various parties,
MedImmune stood out as an ideal partner. We were very pleased with the
outcome.”

ADC Therapeutics agreements

The collaboration agreement entered into between MedImmune and ADC
Therapeutics will include an upfront payment with predetermined development
milestones for two programs from a defined list. The parties have a cost- and
profit- sharing arrangement with MedImmune representing the majority share.
ADC Therapeutics retains the option to co-promote one of the two products in
the US.

MedImmune will also pay $20 million for an equity investment in ADC
Therapeutics matched by a $20 million additional investment from Auven
Therapeutics on the same terms.

Michael Forer, CEO of ADC Therapeutics and a Managing Director of Auven, said:
“The $40 million equity investment in ADC Therapeutics combined with the
economic terms of the collaboration agreement with MedImmune ensure that the
Company is now well-funded to achieve its mission. Outside of our arrangement
with MedImmune, we aim for ADC Therapeutics to have multiple proprietary
products in clinical development within two years and to achieve clinical
proof-of-concept by 2017.”

Dr. Bahija Jallal, Executive Vice President of MedImmune said, “Antibody-drug
conjugates are ground-breaking technologies with the potential for directly
targeting many types of cancer tumours while safeguarding healthy cells. The
cutting-edge technologies developed by Spirogen and ADC Therapeutics
complement MedImmune’s innovative antibody engineering capabilities, enabling
us to accelerate antibody-drug conjugates into the clinic” she said.

“MedImmune is a natural partner for us given its depth of antibody expertise,
its oncology focus and the commitment of its leadership to bring a number of
break-through cancer therapeutics incorporating this exciting technology to
patients as rapidly as possible. We are also excited to have Dr. Bahija Jallal
with all her expertise in this area join the Board of ADC Therapeutics,”
concluded Mr Evans-Freke and Dr. Corr.

Lazard Freres & Co. LLC acted as lead advisor to Spirogen and ADC Therapeutics
and Arnold & Porter LLP served as legal counsel.

                                    -Ends-

Notes to Editors

About Auven Therapeutics

Auven Therapeutics was founded by Stephen Evans-Freke and Dr. Peter B Corr in
2007 with an innovative investment strategy that enables it to operate as a
drug development company while remaining structured as a private equity fund.
Auven Therapeutics has a portfolio of biologic and small molecule drug
candidates for a range of therapeutic indications including cancer, ophthalmic
conditions, women’s health and orphan diseases. Stephen Evans-Freke and Dr.
Peter B. Corr are the Managing General Partners of Auven Therapeutics
Management L.L.L.P., and the other Managing Directors of the firm are Reinaldo
Diaz and Beth P. Hecht (New York), Michael Forer (Lausanne) and Dr. Richard
Warburg (USVI)). Auven Therapeutics Development is the operating company of
Auven Therapeutics Holdings L.P. and manages drug development from its bases
in Lausanne, Switzerland, New York, USA and Hamilton, Bermuda.

For further information, please visit Auven Therapeutics’ website,
www.auventx.com.

About Spirogen

The Spirogen group was founded in 2001 as a spin-out from several institutions
including University College, London and partly funded by Cancer Research UK.
It is majority owned by Auven Therapeutics. Since that time, it has developed
a novel class of highly potent cytotoxic warheads based on its proprietary
pyrrolobenzodiazepines (PBDs), DNA minor groove binding agents, which bind and
cross-link specific sites of DNA of the cancer cell. This blocks the cancer
cells’ division without distorting its DNA helix, thus potentially avoiding
the common phenomenon of emergent drug resistance. Spirogen has been
developing its PBD technology for more than ten years, including a standalone
PBD agent already in a clinical study in acute myeloid leukemia (AML). Its
business model has been to partner its technology with pharma and biotech for
use in the development of novel drugs. It has a number of industry
collaborations, including a collaboration with Genentech announced in 2011 and
with ADC Therapeutics announced in 2012.

For further information, please visit Spirogen's website, www.spirogen.com.

About ADC Therapeutics

ADC Therapeutics is a Swiss-based oncology drug development company that
specializes in the development of proprietary Antibody Drug Conjugates (ADCs)
targeting major cancers such as breast, lung, prostate, renal and blood. The
Company’s ADCs are highly targeted drug constructs which combine monoclonal
antibodies specific to particular types of tumor cells with a novel class of
highly potent pyrrolobenzodiazepine (PBD)-based warheads The Company was
launched in 2012 with a $50m commitment from private equity firm Auven
Therapeutics. ADC Therapeutics has access to warhead and linkers chemistries
via existing agreements with Spirogen. It operates a virtual business model
based in Lausanne, Switzerland.

For further information please see: www.adctherapeutics.com.

Contact:

Auven Therapeutics:
Kathy Armstrong, Investor Relations
T: +1 (212) 616 4042
kathy_armstrong@auventx.com
or
Media enquiries
College Hill Life Sciences:
Sue Charles/Stefanie Bacher/Gemma Howe
T: +44 (0)20 7866 7863
auventx@collegehill.com
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