Apogee Therapeutics (APGE) investor relations material

Executive summary

• Entered into a $100M revenue participation agreement with Blackstone Life Sciences (BXLS) for APG777 (zumilokibart), with up to $700M in additional milestone-based tranches.

• BXLS receives tiered revenue share payments on global net sales of zumilokibart, with rates escalating upon additional funding tranches.

• Pending acquisition by AbbVie for $135.11 per share in cash, valuing equity at $10.9 billion, expected to close in Q3 2026.

• Seller retains operational control and must use commercially reasonable efforts to develop, obtain approval, and commercialize APG777.

• Agreement includes detailed diligence, reporting, and audit rights for BXLS, as well as provisions for change of control and buy-back options.

Significant events and developments

• Initial $100M upfront payment received; further tranches ($100M, $200M, $250–$400M) contingent on clinical and regulatory milestones (Phase 3 enrollment, positive data, FDA approval).

• Definitive agreement for AbbVie acquisition announced in June 2026.

• Positive 16-week Phase 2 APEX Part B results for zumilokibart in moderate-to-severe atopic dermatitis, supporting advancement to Phase 3.

• Revenue share rates: up to 3.4375% on first $5B in annual sales, with caps and adjustments for additional tranches and buy-back scenarios.

• BXLS granted a backup security interest in APG777 product rights and related assets, released upon certain payments or change of control.

Capital allocation and financing

• $1.3 billion strategic financing from Blackstone Life Sciences to support late-stage development and commercialization.

• Seller may seek up to $500M in additional debt financing, subject to negotiation and customary terms.

• Restrictions on additional liens, senior debt, and monetization of APG777 product rights prior to termination of BXLS security interest.

• Cash position strengthened to support self-sustainability through commercialization.