AstraZeneca has agreed to acquire Icosavax, a Seattle, Washington-based clinical-stage  vaccines company using a protein virus-like particle (VLP) platform, for $1.1 billion ($838 million at closing plus potential contingent value payments).   

Icosavax’s lead investigational vaccine candidate, IVX-A12, is a combination vaccine in Phase II development for targeting both respiratory syncytial virus (RSV) and human metapneumovirus (hMPV). Icosavax’s VLP platform incorporates antigen design capabilities and technology to enable multivalent, particle-based display of viral antigens, which it believes will induce broad, robust, and durable protection against the specific viruses targeted. Its pipeline includes additional candidates that provide optionality as potential components of future combination and pan-respiratory vaccines, including influenza and SARS-CoV-2. Icosavax was formed in 2017 to advance the VLP technology from the Institute for Protein Design at the University of Washington  

Under the agreement, AstraZeneca, through a subsidiary, will initiate a tender offer to acquire all of Icosavax’s outstanding shares for a price of $15.00 per share in cash at closing, plus a non-tradable contingent value right for up to $5.00 per share in cash payable upon achievement of a specified regulatory milestone and a sales milestone. The upfront cash portion of the consideration represents a transaction value of approximately $800 million. Combined, the upfront and maximum potential contingent value payments represent, if achieved, a transaction value of approximately $1.1 billion. As part of the transaction, AstraZeneca will acquire the cash and marketable securities on Icosavax’s balance sheet, which totaled $229 million as of September 30, 2023. 

 Subject to the satisfaction of the conditions in the merger agreement, including customary closing conditions, the acquisition is expected to close in the first quarter of 2024. 

Source: Icosavax and  AstraZeneca