Applied DNA Sciences acquires Spindle Biotech in cash and stock transaction

Applied DNA Sciences has acquired Spindle Biotech, an early-stage, private biotech company developing next-generation RNA manufacturing technologies. The acquisition uniquely leverages the Company’s LinearDNA platform that enables the efficient chemical modification of DNA templates and the high binding affinity of Spindle’s proprietary, high-performance RNA polymerase for chemically modified DNA templates to deliver multiple advantages over conventional plasmid DNA-based mRNA production, including the prevention or reduction of double-stranded RNA contamination resulting in higher target mRNA yields; delivery of IVT templates in as little as 14 days for milligram scale and 30 days for gram scale; and reduced mRNA manufacturing complexities. The acquisition combines the Company’s linearDNA IVT templates and Spindle’s RNA polymerase into an integrated offering branded as the LineaIVT platform. With this integrated offering, Applied DNA expands its access to the mRNA value chain severalfold to what it estimates is over 20% of mRNA manufacturing costs of goods. Under the terms of the stock purchase agreement entered into among Applied DNA, Spindle, and the former shareholders of Spindle, Applied DNA acquired all outstanding shares in Toronto-based Spindle for an upfront purchase consideration of $625,000 cash, as adjusted for debt and transaction expenses, and 750,000 restricted shares of Company common stock, in addition to future contingent consideration of up to 1.0 million shares of Company common stock upon the satisfaction of certain commercialization and revenue milestones. The SPA also provides for a 10-year revenue share based on the net sales generated by the LineaIVT platform. Aaron Chung, co-founder and CEO of Spindle, joins the Company as Director of Nucleic Acid Platforms. The transaction is being accounted for as an asset acquisition. Applied DNA will record the assets acquired and the consideration paid in its fiscal fourth quarter and full-year 2023 results ending September 30, 2023. A copy of the stock purchase agreement will be filed with the Securities and Exchange Commission and will be publicly available.