Transaction Case Studies

Japan collaboration for a novel cell therapy to restore knee cartilage with a leading pioneer in cell therapy technology

Situation Assessment

• Histogenics (Nasdaq:HSGX) is a leader in the development of restorative cell therapies that may offer rapid-onset pain relief and restored function. Its lead investigational product, NeoCart®, is designed to rebuild a patient’s own knee cartilage to treat pain at the source and potentially prevent a patient’s progression to osteoarthritis.
• Histogenics was interested in securing a Japanese partner for NeoCart® and engaged Locust Walk in 2016 to assist with PMDA meeting discussions leading to formal minutes in February 2017 clarifying the Japan development pathway.
• In December 2017, Histogenics and Locust Walk successfully consummated a collaboration between Histogenics and MEDINET for the development and commercialization of NeoCart® for the Japanese market.

Key Activities

• Working with a trusted CRO, we assisted Histogenics on preliminary and formal meetings with the PMDA, leading to clarity around a regulatory pathway for NeoCart® in Japan.
• Locust Walk carried out quantitative market research with approximately 80 surgeons which demonstrated a significant unmet medical need in Japan.
• Locust Walk reached out to Japanese companies in orthopedics and regenerative medicine, leveraging our knowledge about the industry and network with business development executives across pharmaceutical and medical device companies.
• Our outreach resulted in a competitive partnering process, with numerous companies submitting Term Sheets for the opportunity.
• Locust Walk regularly held talks with top executives at MEDINET to let them understand key issues, and supported Histogenics in negotiations especially economics.

Successful Outcome

• Histogenics engaged Locust Walk in 1Q 2017 to drive the NeoCart® licensing process. Our combined efforts led to Histogenics and MEDINET consummating an agreement for the development and commercialization of NeoCart® in Japan executed on December 21, 2017.
• Locust Walk helped the parties reach agreement quickly as the formal licensing agreement was finalized approximately one month after reaching agreement on the Term Sheet.
• This partnership agreement with MEDINET includes up to $87M in total milestones and royalties on sales with an upfront payment of $10M.

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