Transgene Signs Key Agreement with NEC for AI-Enhanced Anti-Cancer Vaccine

Strategic Collaboration and Technology Access

The agreement grants Transgene access to NEC's neoantigen prediction platform powered by artificial intelligence, as well as the necessary rights to continue the clinical development, commercialization, and potential partnerships of TG4050. NEC retains full ownership and operational control of its AI platform and will support Transgene in conducting further clinical activities. TG4050 is a personalized immunotherapy using the Modified Vaccinia Ankara viral vector that integrates neoantigens selected by NEC’s machine learning techniques to identify immunogenic mutations likely to induce a strong immune response.

Financial Terms and Payments

NEC will receive technology access fees amounting to 2.5 million euros in the form of Transgene shares upon signing, plus an additional 2.5 million euros in cash, to be paid in several installments until early 2028. A contingent payment based on milestone achievements is also planned, to be partially settled in Transgene shares. NEC may also receive other payments related to development progress, the amount of which is confidential, as well as a double-digit percentage of profits or revenues from licenses.

Equity Issuance and Capital Increase

Transgene will issue 3,345,824 new ordinary shares to NEC Bio B.V. at a price of 0.7472 euros per share, corresponding to the volume-weighted average of the last five closing prices prior to the contract signing. These new shares represent 1.22% of Transgene’s capital and 0.98% of its voting rights. The issuance is carried out under the terms of the 22nd resolution adopted by the Mixed General Meeting on May 15, 2025. The new shares will be admitted to trading on Euronext Paris upon issuance and will be immediately assimilated into the existing shares. The capital increase is expected to be finalized by the end of April 2026.