HAMILTON, BERMUDA — Altamira Therapeutics Ltd. (formerly known as Auris Medical), a company dedicated to developing therapeutics that address important unmet medical needs, has announced that it has entered into an agreement regarding the sale of certain of its legacy assets comprised of its inner ear therapeutics research and development programs and a license to use its RNA delivery technology in certain inner ear applications to a European family office, in a multi-step process.
This divestiture is in line with the company’s previously stated intention to divest or spin off its legacy assets in order to focus on its patented platform for RNA delivery; it was unanimously approved by Altamira’s Board of Directors as being in the best interest of shareholders.
In a first step, the buyer has agreed to acquire 90% of the share capital of Altamira’s subsidiary Zilentin Ltd., Zug (Switzerland) for immediate cash consideration of $1 million.
Zilentin has been active in the research for novel, second generation tinnitus treatments in collaboration with leading academic partners (project AM-102).
At the closing of such initial acquisition (expected on or about October 28, 2022), Zilentin will purchase from Altamira, for immediate cash consideration of another $1 million, an option that entitles Zilentin to acquire Altamira’s remaining legacy assets in inner ear therapeutics, including AM-101 (tinnitus), AM-111 (hearing loss) and AM-125 (vertigo), for an upfront payment of $25 million in cash upon exercise.
The option may be exercised for 30 days; during this period, Altamira will take certain preparatory steps for the transfer of its four additional inner ear related subsidiaries and their staff to Zilentin. Beyond the 30 days, Zilentin will have a right of first refusal to acquire these companies until December 31, 2022 with the $25 million option-exercise payment increasing by $1 million per month. The option period is designed to allow Buyer and Altamira to work out the details surrounding the transaction structure and the organizational separation.
Inner Ear Therapeutic Development Portfolio
Upon Zilentin acquiring the full portfolio of Altamira’s inner ear development assets, Altamira will be entitled to receive milestone payments of up to $55 million as well as royalties. The milestones relate to certain development or regulatory milestones, including:
- the opening of an IND, a successful Phase 3 and regulatory approval for AM-125 in vertigo ($25 million)
- the regulatory approval of AM-101 in acute inner ear tinnitus ($10 million)
- the regulatory approval of AM-111 in acute inner ear hearing loss ($10 million)
- the grant of a license for Altamira’s RNA delivery technology to Zilentin for certain targets in inner ear disorders ($10 million upfront plus a mid-single digit percentage in royalties on future revenues generated from the sale of drug products making use of the technology)
Within six months, it is planned that Altamira’s CEO, Thomas Meyer, will become the CEO of the Zilentin Group while also continuing to serve as the principal executive of Altamira together with the current RNA leadership team.
“We are excited to take this important first step in the execution of our strategy of becoming a ‘pure play’ RNA delivery technology company. While there is a high unmet need and great potential for innovative treatments in inner ear disorders, we consider the future development of our programs in this therapeutic area to be better placed with a different type of owner. We are glad to hand them over to a long-term oriented family office that has a strong entrepreneurial spirit and is passionate about developing effective and safe treatments for common health problems like tinnitus, hearing loss and vertigo.”
–Thomas Meyer, Altamira Therapeutics’ founder, Chairman and CEO
Apart from divesting its inner ear therapeutics portfolio, Altamira is also actively working towards the divestiture of its other legacy asset, the Bentrio nasal spray, in the OTC consumer health sector. Based on the progress achieved to date in a structured divestiture process, the company remains confident to meet its objective of completing a Bentrio transaction before year-end.
About Altamira Therapeutics
Altamira Therapeutics (NASDAQ:CYTO) is dedicated to developing therapeutics that address important unmet medical needs. The Company is currently active in three areas: the development of RNA therapeutics for extrahepatic therapeutic targets (OligoPhore™ / SemaPhore™ platforms; preclinical), nasal sprays for protection against airborne allergens and, where approved, viruses (Bentrio™; commercial) or for the treatment of vertigo (AM-125; post Phase 2), and the development of therapeutics for intratympanic treatment of tinnitus or hearing loss (Keyzilen® and Sonsuvi®; Phase 3). Founded in 2003, it is headquartered in Hamilton, Bermuda, with its main operations in Basel, Switzerland. For more information, visit: https://altamiratherapeutics.com/
Source: Altamira Therapuetics
