Treasure Trove Cellular Dynamics IPO filing: big money, iPS cell IP rights, and trade secrets

Cellular Dynamics, the stem cell company founded by Dr. James Thomson, is filing for an IPO. Hat tip to David Jensen.Cellular Dynamics

The company, which will go under the stock symbol ICEL, is focused on iPS cell-produced products. They describe their portfolio as follows:

Cellular Dynamics is developing and deploying a number of cell types derived from induced pluripotent stem (iPS) cells in additional to providing custom services to aid in life science research and drug discovery.

If you recall, both Thomson and Dr. Shinya Yamanaka both produced human iPS cells using related, but somewhat different reprogramming factors. Yamanaka produced mouse iPS cells an entire year earlier than that, well before anyone else.

A recent question is the issue of who has the intellectual property (IP) rights to iPS cell technology. People have told me in the past that they wondered if Cellular Dynamics has unambiguous rights to develop all of these iPS cell-based products.

The Cellular Dynamics IPO is going to be for up to $57 million. The full filing can be read here.

This IPO filing is intriguing in that it indicates a licensing agreement to the Yamanaka-related patents:

Yamanaka patent estate
Our license agreement with iPS Academia Japan (iPS AJ) provides us with a non-exclusive, worldwide, research use only license to basic patent rights filed by Yamanaka. This patent estate includes 39 U.S. and foreign patents and patent applications expiring between 2026 and 2029 the most significant of which so far is U.S. Patent No. 8,048,999, which covers the Yamanaka set of reprogramming factors. These licensed patents cover our MyCell product, the work that we are to do for CIRM and future iCell products when made from iPSCs made using episomal reprogramming. We agreed to pay to iPS AJ a license fee and royalties including a minimum annual maintenance fee. To date we have paid iPS AJ approximately $351,000 in license fee and royalties. The license agreement will terminate upon the expiration of the last to expire patent within the licensed patents, and it is subject to early termination by iPS AJ in the event of certain breaches by us of the license agreement.
In addition to our portfolio of patents and patent rights, we maintain many of our techniques, protocols and procedures as trade secrets. The documents embodying such techniques, protocols and procedures were all developed as a part of our QMS and new product introduction (NPI) system and are company trade secrets and are maintained as such. All manufacturing is performed using tested trade secret-protected manufacturing protocols. We take all appropriate measures to ensure that we maintain the protection of these materials as trade secrets.

I find it very interesting that this licensing was deemed necessary. Other labs developing iPS cell-related technologies should take heed that even Thomson’s company decided it had to get licensing from Yamanaka although Thomson has been an innovator on iPS cells too.

Trade secrets are frequently mentioned in the IPO filing.

This looks to be very interesting and could transform the field as it develops. I’ve only scratched the surface of reading this very long, detail rich IPO filing, which likely has a lot more in the way of interesting nuggets.

6 thoughts on “Treasure Trove Cellular Dynamics IPO filing: big money, iPS cell IP rights, and trade secrets

  1. Pingback: Cellular Dynamics IPO filing: treasure trove!


  2. Thanks for the heads up, Paul. Interesting to note that Stemgent (mRNA) also has a licensing agreement with Yamanaka/Japan. I wonder when they will IPO? The big three (ACT, CDI, Stemgent) IMO.

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  4. Hi Paul:
    Having spent far more years in the “biotechnology space” than the “academic space”, I have empathy for CDI. At this point in their development as a company, they have to consider their investors’ “exit strategy”. People who invest generally want a return on their money- preferably more than they invested-within a relatively short time period. With CDI’s “burn rate” of multiple millions of dollars a year and their revenue being a much smaller number, there must be pressures on them to exit from their current situation of being subsidized by investors by either A. selling themselves to a larger company, or B. an IPO. Generally, Plan A has been more popular in the last dozen years for biotechnology companies…Plan B for companies like Facebook who have great recognition and high anticipated value. It’s tough to value a biotech company that is not making a profit- which is most of them- so they put together an estimated value based on intellectual property (freedom to operate), current assets, and potential assets. Having a license for Yamanaka’s patents is absolutely necessary- without a license, I’m certain that iPS Academia Japan would make life very difficult for them (I’ve seen something like this happen).

    I suspect that the $16 million from CIRM goes a long way to convince public investors that CDI’s stock will be worth buying.

    I could say more, but will graciously stop here.

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