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The team at Cerulean (NASDAQ: CERU) is committed to improving treatment for people living with cancer. We apply our Dynamic Tumor Targeting™ Platform to create a portfolio of nanoparticle-drug conjugates (NDCs) designed to selectively attack tumor cells, reduce toxicity by sparing the body’s normal cells, and enable therapeutic combinations. Platform Normal Vasculature (Small Pores) Tumor Vasculature (Large Pores) Dynamic tumor Targeting • • • Selective entry into tumor tissue via large pores in blood vessel cell wall Transport into tumor cells Sustained payload release via chemical hydrolysis Potential to Improve Efficacy and Safety • High payload concentrations in tumors while sparing healthy tissue because our drugs are small enough to slip through the large pores of tumor blood vessels, but are too large to escape the small pores of healthy blood vessels • Payload release from within the tumor cells because, once inside tumor tissue, our drugs are taken up into tumor cells • Enhanced therapeutic effect because the anti-cancer payload is released slowly from the NDC by a linker that degrades inside tumor cells Blood Vessel Blood vessel cell NDC • Targeted and sustained drug exposure inside tumor cells Released payload • Low tissue distribution Normal cell Pipeline PRECLINICAL PHASE 1 Combo in Relapsed Renal Cell Carcinoma CRLX101 2 Combos in Relapsed Ovarian Cancer Combo in Non-Metastatic Rectal Cancer CRLX301 Solid Tumors Tumor cell PHASE 2 PHASE 3 Our platform is a product engine that can expand our pipeline. We intend to develop additional oncology products using commercially validated payloads with our clinically validated platform. In addition, we can partner our platform with biopharmaceutical companies (a) to differentiate small molecules in development and (b) to improve the return on investment in marketed small molecule products. Our Dynamic Tumor Targeting Platform has created two clinical candidates and has the potential to create additional candidates alone or with partners CRLX101 Management The lead candidate from our platform, CRLX101, is an NDC with a camptothecin payload. Camptothecin is a potent chemotherapy that was too toxic to develop commercially. CRLX101 inhibits topoisomerase 1, a commercially validated cancer target, and HIF-1α, a master regulator of cancer survival mechanisms for which there are no marketed products that provide durable inhibition. HIF-1α is associated with treatment failures, and it increases in patients who receive drugs that cut off a tumor’s blood supply (anti-angiogenic drugs) or radiotherapy. By inhibiting HIF-1α, CRLX101 may help anti-angiogenic drugs and radiotherapy become more effective, which is one reason why CRLX101 is well suited for combination therapy. Christopher Guiffre, J.D., M.B.A. President & Chief Executive Officer Cancer Treatments Can Lead to HIF-Mediated Treatment Failures* Treatment Failure Reasons Standardof ofCare Care Standard Adrian Senderowicz, M.D. Senior Vice President & Chief Medical Officer Alejandra Carvajal, J.D. Vice President, General Counsel Tiffany Crowell Vice President, Clinical Operations Scott Eliasof, Ph.D. Vice President, Research Pamela Strode, M.S. Vice President, Regulatory Affairs Marc Wolfgang, M.S. Vice President, CMC and Portfolio Management Drug/radiation Resistance Financials Radiation SoC treatments increase HIF-1α Angiogenesis Cancer Stem Cells $85.5 million in cash and cash equivalents as of 6/30/15 Contact Anti-angiogenic drugs Metastasis HIF-1 • CRLX101 inhibit HIF-1α** • There are no marketed cancer products known to durably inhibit HIF-1α • CRLX101 appears to be combinable with other cancer treatments, creating opportunities for synergistic benefit *a See Nature Reviews Clinical Oncology 2012, 9(7):378 for anti-angiogenesis and HIF-1a review article. ** Based on Cerulean preclinical data. • Appears to be generally well-tolerated in over 250 patients to date • Demonstrated clinical activity in multiple tumor types as both monotherapy and in combination with other anti-cancer agents • Currently being studied in four combination clinical trials: • Randomized Phase 2 trial in combination with Avastin® in relapsed renal cell carcinoma with Fast Track designation– follows clinical proof of principle from Phase 1b/2 trial • Phase 2 clinical proof of principle trial in combination with Avastin in relapsed ovarian cancer • Phase 1b clinical proof of principle trial in combination with weekly paclitaxel in relapsed ovarian cancer in collaboration with the GOG Foundation • Phase 1b/2 clinical proof of principle trial in combination with chemoradiotherapy in non-metastatic rectal cancer • Gregg Beloff, J.D., M.B.A Interim Chief Financial Officer CRLX101 has Fast Track designation in combination with Avastin® in metastatic renal cell carcinoma and Orphan Drug designation in ovarian cancer CRLX301 The second candidate from our platform, CRLX301, is an NDC with a docetaxel payload. Docetaxel is a commercially successful oncology product that is limited by toxicities and lack of tumor targeting. In preclinical studies, CRLX301 delivers up to 10 times more docetaxel into tumors, compared to an equivalent dose of docetaxel and was similar to or better than docetaxel in 7 of 7 animal models, with a statistically significant survival benefit seen in 5 of those 7 models. Preclinical data also show that CRLX301 had lower toxicity than has been reported with commercially available docetaxel in similar preclinical studies. CRLX301 is in a Phase 1 study for the treatment of advanced solid tumors. 840 Memorial Drive Cambridge, MA 02139 617.551.9600 [email protected] Forward -Looking Statements Any statements in this fact sheet about our future expectations, plans and prospects, including statements about the clinical development of our product candidates, statements about our estimated research and development expenses and sufficiency of cash to fund specified use of cash and other statements containingthewords“anticipate,” “believe,”“continue,”“could,”“estimate,”“expect,”“hypothesize,” “intend,”“may,”“plan,”“potential,”“predict,”“project,”“should,” “target,”“would,”andsimilarexpressions,constituteforwardlooking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties inherent in the initiation of clinical trials, availability and timing of data from ongoing and future clinical trials and the results of such trials, whether preliminary results from a clinical trial will be predictive of the final results of that trial or whether results of early clinical trials will be indicative of the results of later clinical trials, expectations for regulatory approvals, availability of funding sufficient for our foreseeable and unforeseeable operating expenses and capital expenditure requirements and other factors discussed in the “Risk Factors” section of our Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on 8/6/15 and in other filings that we make with the Securities and Exchange Commission. In addition, any forward-looking statements included in this fact sheet represent our views only as of the date of this fact sheet and should not be relied upon as representing our views as of any subsequent date. We specifically disclaim any obligation to update any forward-looking statements included in this fact sheet. Avastin® is a trademark of Genentech, Inc. September 8, 2015