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Syncona Taking Freeline Therapeutics Private; Providing $15M in Financing

NEW YORK – Syncona, a firm that invests in life sciences companies, on Wednesday said it will acquire all shares of Freeline Therapeutics that it currently doesn't own in an all-cash transaction valued at $28.3 million and provide up to $15 million in financing to allow Freeline to continue developing its lead gene therapy, FLT201.

London-based Syncona currently owns 49.7 percent of Freeline. Under the recently inked deal slated to close in Q1 2024, Syncona will acquire the London-based drugmaker for $6.50 in cash for each American Depository Shares. This values Freeline at $28.3 million and represents a 50 percent premium to the price the company's shares closed at before Syncona initially announced its intent to take Freeline private. Syncona had initially offered $5.00 per ADS last month.

Syncona CEO Chris Hollowood said in a statement that in light of challenging market conditions, "taking [Freeline] private allows … the best route to potential risk-adjusted returns." In April, the company had announced it was slashing its workforce by 30 percent to about 65 employees and pausing development of the gene therapy FLT190 in Fabry disease.

According to Syncona, it "is highly supportive of Freeline's lead program, FLT201, a potential first- and best-in-class gene therapy for Gaucher disease, a debilitating condition where there is a clear need for better treatment options."

Patients with Gaucher disease lack the GCase enzyme, which leads to a buildup of fatty substances in organs and can, in turn, enlarge the spleen and liver, reduce blood counts, induce bone pain, and reduce lung function. Freeline's FLT201 is designed to use an adeno-associated virus to introduce a novel transgene into liver cells and produce a rationally engineered GCase variant.

Syncona said it "believes there is considerable potential for a one-time gene therapy that can deliver durable expression of the GCase enzyme." Based on promising preclinical studies, Freeline in June began testing the gene therapy in the Phase I/II GALILEO-1 trial.

The $15 million that Syncona is committing in financing will allow Freeline to continue studying FLT201 in Gaucher disease and in a second indication: GBA1-linked Parkinson's disease.