With a pending $30M investment, Carisma Therapeutics merges with Boston-based Sesen Bio

Though Philly has long been establishing itself as a hub for the life sciences, one local biotech company is working with a Boston competitor to combine the companies in an all-stock transaction.

Philly-based biotech firm Carisma Therapeutics will merge with Boston-based Sesen Bio, the companies announced Wednesday. Together, they’ll form one clinical-stage biotech company aiming to advance engineer macrophages for the treatment of cancer and other serious disorders. The combined company will operate under Carisma’s name.

Carisma also brings a tentative $30 million investment to the deal, secured from a syndicate of investors including Penn Medicine, HealthCap, AbbVie, Wellington Partners, SymBiosis, TPG Biotech, MRL Ventures Fund, the therapeutics-focused corporate venture arm of Merck & Co., Agent Capital, Solasta, Livzon, Pictet Alternative Advisors and 4Bio. The round is expected to close with the completion of the merger in the next three to four months, the companies said.

With that capital, the combined company is expected to have approximately $180 million in cash, cash equivalents and marketable securities, which will help move Carisma through ongoing data readouts across several clinical trials. It will also fund operating expenses and capital expenditure requirements through 2024.

“This transaction represents the result of a thoughtful and careful review of strategic alternatives over the past four months, during which Carisma’s clinical programs, management team and corporate strategy stood out amongst the 42 bids reviewed,” Thomas Cannell, president and CEO of Sesen Bio, said in a statement.

The combined company will focus on advancing Carisma’s proprietary cell therapy platform that uses engineered macrophages and monocytes to potentially evolve the treatment of cancer and other serious disorders. Carisma is trying the development of chimeric antigen receptor macrophage (CAR-M) therapies, and is “believed to be the only company developing CAR-M therapies with demonstrated proof of mechanism and safety data in clinical trials,” it said.

“The proposed merger represents an exciting opportunity for shareholders of each company, and we believe it gets us one step closer to our goal of revolutionizing the field of immunotherapy,” Steven Kelly, president and CEO of Carisma, said in a statement. “This transaction will provide us with financial strength to not only continue to develop our lead candidate CT-0508, but also allow us to accelerate the growth of our platform and pipeline within and outside of oncology and develop additional strong strategic partnerships beyond those we already have with Moderna and Novartis.”

The Philly company recently joined a strategic partnership with Moderna for the discovery, development and commercialization of in vivo (in-human) CAR-M therapies for up to 12 targets for the treatment of cancer. Carisma received a $45 million up-front cash payment and an investment by Moderna in the form of a $35 million convertible note for the project, which will convert into shares of common stock of the combined company in connection with the merger.