MaxCyte® Acquires SeQure Dx
to Broaden Cell Engineering Offerings with On-target and Off-target
Editing Assessments
ROCKVILLE, MD -
January 30, 2025 - MaxCyte, Inc., (Nasdaq: MXCT; LSE: MXCT),
a leading, cell-engineering focused company providing solutions to
advance the discovery, development and commercialization of
next-generation cell therapeutics announced today the acquisition
of SeQure Dx, a market leader of on-target and off-target editing
assessment services for cell and gene therapies.
This strategic acquisition strengthens MaxCyte's
ability to serve ex vivo
and in vivo cell and gene
therapy (CGT) developers with an innovative suite of tools and
services spanning early R&D through clinical development and
commercialization. By integrating SeQure Dx into MaxCyte, Maxcyte
will expand its service offerings and leverage its commercial and
field application scientist teams to work with developers earlier
in their research processes. SeQure Dx is revenue generating and
expected to be accretive to MaxCyte's revenue growth.
As the cell and gene therapy field continues to
evolve, safety is increasingly paramount for regulatory success.
SeQure Dx specializes in assays that deliver precise editing
confirmation and risk assessment for off-target effects, applicable
across a wide range of viral and non-viral gene editing modalities.
This expertise positions MaxCyte to support both ex vivo and in vivo cell and gene therapy
developers in the process development stage through standardization
of the cell engineering workflow.
"This acquisition underscores MaxCyte's commitment to
providing CGT developers with cutting-edge tools to address complex
cell engineering challenges," said Maher Masoud, CEO of MaxCyte.
"Integrating SeQure Dx into MaxCyte's portfolio will allow us to
leverage our scientific support and complementary offerings to
drive advancements in the safety and precision of cell therapies.
At MaxCyte, we see tremendous opportunity to transform cell and
gene engineering with world-class tools and solutions and will
continue to make organic and inorganic growth investments to
position the Company as an end-to-end cell and gene engineering
solutions provider."
SeQure Dx, headquartered in Waltham, Massachusetts,
was co-founded by Dr. Keith Joung, who at the time was chair in
pathology at Massachusetts General Hospital (MGH) and professor at
Harvard Medical School. The company emerged from stealth mode in
late 2022 with the only comprehensive portfolio of evaluation
assays for off-target risk validation and candidate optimization in
the development of cell and gene therapies. Following the
acquisition, SeQure Dx will continue to drive innovation in assay
development for cell and gene therapy safety assessment.
"I am thrilled that SeQure Dx is joining forces with
MaxCyte," said Keith Joung, Co-Founder of SeQure Dx. "Defining and
reducing potential off-target effects is an essential component for
the advancement of safe and effective gene editing, from program
discovery to eventual patient treatment. The shared vision of these
two companies will enable them to provide the CGT community with
access to SeQure Dx's comprehensive, state-of-the-art assays and
data solutions.
Additional
Transaction Details
The following information is being provided in
accordance with the disclosure requirements of the AIM rules. Under
the terms of the agreement, Maxcyte paid a total initial
consideration of $4.5 million at closing in cash for the entire
issued share capital of SeQure DX on a cash free, debt free
basis using Maxcyte's existing cash resources. An additional
amount, that will not exceed $2.5 million, may be paid in
contingent consideration if the company exceeds certain revenue
targets. In 2024 (based on available unaudited results from
January 1 through November 30), SeQure DX incurred revenue of
approximately $1.7 million and a loss of approximately $6.5 million
and has net assets of $0.7 million as of closing.
MaxCyte notes that SeQure transitioned their primary
business activities from an assay development and licensing
organization to a contract service provider in March of 2024. As a
result, MaxCyte expects SeQure's revenue and losses to
substantially improve with a full year of service revenue activity,
capture of cost synergies, integration into MaxCyte's commercial
infrastructure and other improvements to operational
efficiencies.
About
MaxCyte
At MaxCyte, we pursue cell engineering excellence to
maximize the potential of cells to improve patients' lives. We have
spent more than 25 years honing our expertise by building
best-in-class platforms, perfecting the art of the transfection
workflow, and venturing beyond today's processes to innovate
tomorrow's solutions. Our ExPERT™ platform, which is based on our
Flow Electroporation® technology, has been designed
to support the rapidly expanding cell therapy market and can be
utilized across the continuum of the high-growth cell therapy
sector, from discovery and development through commercialization of
next-generation, cell-based medicines. The ExPERT family of
products includes: four instruments, the ATx™, STx™, GTx™ and VLx
™; a portfolio of proprietary related processing assemblies or
disposables; and software protocols, all supported by a robust
worldwide intellectual property portfolio. By providing our
partners with the right technology platform, as well as scientific,
technical and regulatory support, we aim to guide them on their
journey to transform human health. Learn more at maxcyte.com and
follow us on X and LinkedIn.
About SeQure
Dx
SeQure Dx is a leader in gene editing safety
analytics, dedicated to advancing cell and gene therapies from
discovery to patient. With a robust portfolio of assays, including
the innovative ONE-seq and GUIDE-seq platforms, SeQure Dx provides
comprehensive off-target risk assessment solutions for gene
editing, spanning from early discovery through IND submission. By
addressing critical safety and efficacy challenges, SeQure Dx
empowers its partners to develop safe, transformative therapies.
Our mission is to ensure these life-changing technologies reach all
patients who can benefit. For more information, please visit
https://maxcyte.com/sequre-dx.
MaxCyte
Contacts:
US IR
Adviser
Gilmartin Group
David Deuchler, CFA
+1 415-937-5400
ir@maxcyte.com
US Media
Relations
Spectrum Science
Jordan Vines
+1 540-629-3137
jvines@spectrumscience.com
Nominated Adviser
and Joint Corporate Broker
Panmure Liberum
Emma Earl / Freddy Crossley
Corporate Broking
Rupert Dearden
+44 (0)20 7886 2500
UK IR
Adviser
ICR Healthcare
Mary-Jane Elliott
Chris Welsh
+44 (0)203 709 5700
maxcyte@icrhealthcare.com
Forward-Looking Statements
This press release contains "forward-looking statements" within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These statements include, but are
not limited to, our expectations regarding our integration of the
SeQure Dx business and employees with our business. All
statements other than statements of historical facts contained in
this press release, including statements regarding our future
results of operations or financial condition, business strategy and
plans and objectives of management for future operations, are
forward-looking statements. These statements are inherently
uncertain, and investors are cautioned not to unduly rely on these
statements.
Risks and uncertainties related to our business are
described in greater detail in Item 1A of our Annual Report on Form
10-K for the year ended December 31, 2023, filed with the
Securities and Exchange Commission ("SEC") on March 12, 2024, as
well as in discussions of potential risks, uncertainties, and other
important factors in the other filings that we make with the
Securities and Exchange Commission from time to time, including in
our Form 10-Q for the quarter ended September 30, 2024, filed with
the SEC on November 6, 2024. These documents are available through
the Investor Menu, Financials section, under "SEC Filings" on the
Investors page of our website at http://investors.maxcyte.com.
Any forward-looking statements in this press release are based on
our current beliefs and opinions on the relevant subject based on
information available to us as of the date of such press release,
and you should not rely on forward-looking statements as
predictions of future events. We undertake no obligation to update
any forward-looking statements made in this press release to
reflect events or circumstances after the date of this press
release or to reflect new information or the occurrence of
unanticipated events, except as required by law.
