Applied Genetic Technologies Corporation (“AGTC” or the “Company”) (Nasdaq: AGTC), has announced the successful completion of the previously announced tender offer (the “Offer”) to purchase all of the issued and outstanding shares of common stock of AGTC by a portfolio company of Syncona Limited (LON: SYNC) (“Syncona”). The Offer, as extended, expired at 5:00 p.m., Eastern Time, on November 30, 2022, and the acquisition was completed through a merger under Section 251(h) of the General Corporation Law of the State of Delaware. Pursuant to the terms of the definitive merger agreement, AGTC stockholders are entitled to receive $0.34 per share in cash at closing, plus up to an additional $0.73 per share payable pursuant to contingent value rights (CVRs) upon the achievement of specified milestones.
As a result of the merger, AGTC has become an indirect, wholly owned subsidiary of Syncona Limited. In the merger, each share of AGTC (other than those shares held by Syncona or AGTC or any of their respective subsidiaries or shares held by any stockholder who properly demand appraisal under Delaware law) was canceled and converted into the right to receive the same consideration, without interest, less any applicable withholding taxes, that was paid in the Offer. As of November 30, 2022, the common stock of AGTC will no longer be listed for trading on the Nasdaq Global Stock Market.
AGTC is a clinical-stage biotechnology company developing genetic therapies for people with rare and debilitating ophthalmic, otologic and central nervous system (CNS) diseases. AGTC is designing and constructing critical gene therapy elements and bringing them together to develop customized therapies with the potential to address unmet patient needs. AGTC’s most advanced clinical programs in XLRP and ACHM CNGB3 leverage its technology platform to potentially improve vision for patients with inherited retinal diseases. Its preclinical programs build on the AGTC’s AAV manufacturing technology and scientific expertise. AGTC is advancing multiple pipeline candidates to address substantial unmet clinical needs in optogenetics, otology and CNS disorders, and has entered into strategic collaborations with companies including Bionic Sight, Inc., an innovator in the emerging field of optogenetics and retinal coding, and Otonomy, Inc., a biopharmaceutical company dedicated to the development of innovative therapeutics for neurotology.