Ropes & Gray Advises Adaptimmune in Strategic Combination with TCR² Therapeutics

Ropes & Gray represented Adaptimmune Therapeutics plc in a strategic combination agreement with TCR² Therapeutics to create a leading cell therapy company for solid tumors. Under the merger agreement Adaptimmune will combine with TCR² in an all-stock transaction announced on March 6.

The combined company will advance its pipeline of cell therapies aimed at treating multiple cancers with high unmet medical needs. This includes gaining approval for the first engineered T-cell receptor therapy for a solid tumor – Afami-cel for the treatment of synovial sarcoma.

Following the closing of the transaction expected in Q2 2023, Adaptimmune shareholders will own 75% and TCR² Therapeutics stockholders will own 25% of the combined company.

The Ropes & Gray team was led by mergers & acquisitions partner Jackie Cohen and mergers & acquisitions counsel Aileen Kim and included IP transactions partners David McIntosh and Melissa Rones, tax partners David Saltzman and Brenda Coleman, employment & benefits partner Renata Ferrari, life sciences regulatory & enforcement partner Joshua Oyster, antitrust partners Ruchit Patel and Mike McFalls, private equity partner John Newton, tax counsel Michael Mendelevich, litigation & enforcement counsel Deidre Johnson and Emerson Siegle.