Viropro said today it agreed to acquire NovaRx, a developer of immuno-oncology treatments—one of which the buyer intends to assess through a new Phase III trial—for an undisclosed all-stock price.

The planned acquisition comes more than eight months after Viropro announced the start of a restructuring in which it said it would “initiate a series of acquisitions in order to provide Viropro shareholders with a risk-diversified exposure to a number of promising businesses with significant potential upside.

NovaRx’s pipeline is led by the lung cancer vaccine Lucanix, one of several allogeneic tumor cell vaccines developed by the company. In those vaccines, the expression of the immunosuppressor TGF-β is downregulated, which is supposed to enable the vaccine to induce strong immune responses that lead to increased survival.

“The company's management believes that a properly designed and administered Phase III study will result in a statistically significant demonstration of progression free survival that will be suitable for regulatory approval,” Viropro stated. “Subject to raising sufficient capital, the company intends to initiate that trial in accordance with standard FDA procedures.”

Dr. Fakhrai, the scientific founder of NovaRx, will retain the position of CSO following the deal, while Justin Murdock, a major investor in NovaRx, will be Chairman of the NovaRx Board. The combined company will have a Board of Directors with three members to be appointed by NovaRx, three by Viropro and one by mutual consent.

After the acquisition, Viropro will own all outstanding shares of NovaRx or its successor company.  NovaRx shareholders will own 25% of Viropro's total outstanding shares as of the date of the closing.