Otsuka Pharmaceutical to Purchase Jnana Therapeutics for Over $1.1 Billion

On August 1, 2024, Otsuka Pharmaceutical Co., Ltd. (Otsuka) and Jnana Therapeutics Inc. (Jnana) revealed that they have signed a definitive merger agreement. Under the terms of the agreement, Otsuka will acquire Jnana, making it a wholly owned subsidiary through its fully owned subsidiary, Otsuka America, Inc. (OAI). The acquisition is anticipated to finalize in the third quarter of fiscal 2024, pending customary closing conditions.

Under the terms of the agreement, Otsuka will provide USD $800 million to Jnana’s shareholders upon closing of the acquisition, with the potential for an additional USD $325 million contingent on achieving development and regulatory milestones.

Jnana's innovative drug discovery approach is powered by RAPID, their next-generation chemoproteomics platform designed to identify medicines for highly validated yet difficult-to-target proteins. This platform employs a high-throughput, binding-based screening method that offers flexibility, allowing for the exploration of binding sites across the surface of target proteins and the identification of small molecules with diverse pharmacological effects. Using RAPID, Jnana has successfully discovered first-in-class compounds and tackled historically challenging target classes, such as solute carriers, transcription factors, and signaling scaffold proteins. Their drug discovery methods complement those of Astex Pharmaceuticals, a subsidiary of Otsuka based in Cambridge, UK.

While Jnana's RAPID platform is versatile and not confined to any specific therapeutic area, the company has established a distinctive competitive edge by focusing on phenylketonuria (PKU), a rare inherited metabolic disorder characterized by elevated blood levels of phenylalanine, and autoimmune diseases, which have historically been challenging for small molecule drug discovery. Jnana's technology led to the development of JNT-517, an allosteric small molecule inhibitor targeting SLC6A19, a solute carrier involved in amino acid reabsorption in the kidney. JNT-517 has shown promise as a first-in-class oral treatment for PKU, demonstrating efficacy, tolerability, and safety in a Phase 1b/2 study. This compound could potentially benefit a significant portion of the PKU population that remains inadequately treated with current therapies, offering a solution for individuals across the spectrum of mild to severe disease.

In the realm of autoimmune diseases, Jnana is advancing small molecule drug discovery for well-validated but challenging targets, such as interferon regulatory factor 3 (IRF3), a key transcription factor for interferon production.

Otsuka has made significant strides in treating patients with a variety of rare diseases. This includes advancements in renal conditions with JINARC (for autosomal dominant polycystic kidney disease), sibeprenlimab (for IgA nephropathy), and voclosporin (for lupus nephritis). The company has also introduced new specialty drugs such as donidalorsen (for hereditary angioedema). Furthermore, through its acquisition of Boston-based Visterra in 2018, Otsuka is enhancing research and development in the autoimmune field with antibody drug technology, while also broadening its drug discovery platform.