TME Pharma Signs Binding Exclusive Negotiation Agreement with Japanese TMS Co., Ltd.

On October 29, 2026 TME Pharma N.V. (Euronext Growth Paris: ALTME), a biotech-company with clinical assets for brain cancer and eye diseases, reported a significant next step in the strategic options for its leading oncology asset, NOX-A12 (olaptesed pegol).

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Following a thorough evaluation and discussions with potential partners, TME Pharma has selected TMS Co., Ltd. ("TMS") as its preferred partner to advance the further development and commercialization of NOX-A12 for glioblastoma.

Key Terms of the Agreement
TME Pharma and TMS have entered into a binding exclusive negotiation agreement and a non-binding Term Sheet with the following key terms:

Exclusivity: TMS Co. will pay a non-refundable fee of €150,000 for a 6-month exclusive negotiation period may be extended with further payments. During this time, TME will neither solicit nor accept offers from third parties and will refrain from any discussions or negotiations with third parties with respect to licensing, developing and commercializing NOX-A12 with any third parties other than TMS and its Subsidiary.

Non-binding terms subject to further negotiation for exclusive access to NOX-A12 include:

Upfront and near-term payments to TME Pharma of approximately €10M in a combination of cash and an interest in the Subsidiary (through shares and debt);
>€100 million in regulatory and commercial sales milestones;
Royalties of 8 – 10% on sales projected by TME Pharma to peak at approximately $1 billion;
Percentage of any sub-licensing fees received by Subsidiary;
Subsidiary to lead the financing process.

Further development of NOX-A12 with support of TME Pharma as partner and minority shareholder of subsidiary.
Timeline and Financing of the Phase 2 Study
TME Pharma and TMS Co agreed on a clear roadmap to finalize the definitive agreement which is a key step towards enabling the rapid resumption of the NOX-A12 Phase 2 GLORIA study.

The partnership comes amid a recovery in biopharma capital markets and dealmaking. According to J.P. Morgan1, biopharma licensing reached $166.7 billion in announced deal value and venture funding totaled $16.3 billion in the first half of 2026, with capital increasingly directed toward later-stage clinical programs.
TME Pharma and TMS Co believe that this environment is favorable for the planned financing through TMS’ Subsidiary and intend to leverage the strong and positive momentum for further clinical development to move as quickly as possible to the rollout of the approved Phase 2 GLORIA study with NOX-A12.

NOX-A12 has received Fast Track designation from the U.S. FDA and Orphan Drug designations in the U.S. and Europe. Compelling clinical results from the GLORIA study have recently been published in Nature Communications.

"By choosing TMS Co. Ltd., we believe we have found an excellent partner to unlock the full potential of NOX-A12 and bring value creation back on track by resuming clinical development for glioblastoma. Once the final agreement is successfully concluded and the TMS Subsidiary is ready to restart the GLORIA trial, TME Pharma’s shareholders can expect a cash inflow that, thanks to the company’s low operating costs and extended debt maturity, will significantly extend its financial horizon. Furthermore, substantial milestone and royalty payments can be expected if the program is a success, which we consider likely if the GLORIA study shows results that are as strong as the statistically significant survival data we have already observed and that were published in Nature Communications in April 2026. I believe that this alliance will be able to unlock tremendous potential for TME Pharma shareholders – our assessment using industry standard risk-adjusted valuation models (rNPV) for Phase 2 oncology assets indicates the substantial value of this transaction.", Diede van den Ouden, CEO, said.

(Press release, TME Pharma, OCT 29, 2026, View Source [SID1234673983])