On December 26, AstraZeneca announced that it has reached a definitive acquisition agreement with Chinese biotech company Gracell Biotech (NASDAQ**:GRCL).
In the context of the current cold winter in the pharmaceutical industry, the first Chinese biotech listed company to sell itself has taken place, especially at this point in time, which highlights its importance.
Although it is called selling, it is not a derogatory term, for China's biopharmaceutical industry in the cold winter, this should be called a pioneering initiative, and Chinese biotech companies can also be the best as a whole to realize shareholder value.
Under the definitive agreement, AstraZeneca will acquire all of Gracell's diluted shares, including all American Depositary Shares (ADS). The terms of the transaction include 2$00 cash payment ($10 per ADS.)$00), and an additional non-tradable contingent value interest of an additional 0$3 ($1 per ADS.)$5), subject to meeting certain regulatory milestones.
The cash down payment portion of the transaction is valued at approximately $1 billion, representing a 62% premium to Gracell's ** price on December 22, 2023, and a 154% premium to the 60-day volume weighted average**. Including the upfront payment and potential contingent value payments, the total transaction value is approximately $1.2 billion, representing an 86% premium to the December 22 ** price and a 192% premium to the 60-day VWAP.
As part of the transaction, AstraZeneca will receive Gracell with cash, cash equivalents and short-term investments on its books. As of September 30, 2023, these totals are 2$34.1 billion.
Gracell's representative CAR-T product, GC012F, is a clinical-stage novel cell** using FASTCAR technology, which is a dual-targeted autologous chimeric antigen receptor T cell (CAR-T)** targeting BCMA and CD19, which is expected to be a new ** protocol for multiple myeloma, other hematologic malignancies and autoimmune diseases such as systemic lupus erythematosus.
According to the data published by the company in ASH, data as of June 9, 2023 showed that a total of 22 patients participated in the CAR T-cell** study for multiple myeloma and had their safety and efficacy evaluated. The main results are as follows:
Overall response rate (ORR): An ORR of 100% indicates that all patients enrolled in the study responded to **. Strict complete response rate (SCR): up to 95SCR was achieved in 5% of patients, which is a rigorous measure of response. Duration of response (DOR) and progression-free survival (PFS): Median DOR and PFS were not reached, suggesting that ** may have a long-term efficacy, but longer follow-up is needed to determine. Safety and cytokine release syndrome (CRS): only 6 patients (27%) developed low-grade CRS, of which 23% had grade 1 (5) and 4% had grade 2 (1). There were no grade 3 or higher CRSs associated with **, immune effector cell-associated neurotoxicity syndrome (ICANANS) of any grade, and no deaths in the study. CAR T cell expansion: Robust CAR T cell expansion was observed in all patients. The median peak amplification (cmax) was 62,131 g DNA, and the median time to maximum amplification (tmax) was 10 days (range 9-14 days). In addition, the company has a number of products in clinical trials. 
In addition to this excellent product, AstraZeneca is also targeting Gracella's CAR-T platform.
Autologous CAR-T** is a cellular** way of reprogramming a patient's autoimmune T cells to target disease cells. The manufacturing process is often complex and time-consuming. However, Gracell's FastCar platform significantly shortens manufacturing time, enhances T cell adaptability, and may improve the effectiveness of patient autologous CAR-T**. The potential applications of this technology may also extend to rare diseases**. In response, Gracella Biologics, Founder, Chairman and CEO Dr. Wei Cao said, "We look forward to working with AstraZeneca to accelerate our shared goal of bringing transformative cells to more patients with debilitating diseases**. By combining our expertise and resources, we can unlock new ways to leverage the Gracell FastCar manufacturing platform, which we believe has the potential to optimize the characteristics of engineered T cells, thereby pioneering the next generation of autologous cells." In summary, Gracella's acquisition by AstraZeneca is of epoch-making significance as the first case of an international pharmaceutical company acquiring a Chinese biotech company. This not only marks the recognition and influence of Chinese biotech companies in the international market, but also sets an example for Chinese biotech peers on how to maximize shareholder value at the right time and in the right way to create a win-win situation for all parties.