On November 10, 2026 TME Pharma N.V. (Euronext Growth Paris: ALTME), a biotech-company with clinical assets for brain cancer and eye diseases, reported further details regarding the exclusive negotiation agreement and non-binding term sheet signed with TMS Co., Ltd. on October 29, 2026.

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Binding and non-binding terms

The exclusive negotiation period of 6 months and the non-refundable exclusivity fee of €150,000 are binding. The period may be extended by up to three months against a non-refundable payment of €50,000 per month.
The economic terms are negotiated as basis for the further discussions for a definitive license agreement; these terms are non-binding and may differ in a definitive agreement; there is no assurance that a definitive agreement will be concluded. A definitive agreement would only become effective once TMS’ Japanese Subsidiary has secured enough funding for the GLORIA Trial to be restarted.
Financial terms

Near term payments to TME Pharma of approximately € 10 million are conditional to signing of this definite agreement; approximately half is expected to come in cash and approximately half in equity in the Subsidiary with up to 20% shareholding. By becoming a shareholder in the Subsidiary, the potential long term value (in case of successful results from the GLORIA Trial) for TME Pharma shareholders, will increase.
Revenue potential from milestone payments is more than €100 million, thereof approximately €37 million in regulatory milestones through approval (with the potential for the earliest first payment to be received after 2 years), the remainder being milestones linked to sales. Tiered royalties on net sales (8-10%) and a share of potential sublicensing revenues would be further in the future. All milestones and royalties depend on clinical, regulatory and commercial success and may never be received. Investors can use a risk-adjusted valuation model to calculate potential value of the potential agreement, weighing future revenue streams against the risk of failing to achieve the ultimate goals.
Market size and sales estimate
TME estimates that the market for first-line treatment of newly diagnosed glioblastoma in the US and the EU-27 could be worth approximately €3 billion per year at the time NOX-A12 is launched, growing to approximately €4 billion per year by 20461. This estimate assumes a twelve-month course of treatment priced in line with atezolizumab, an approved cancer checkpoint antibody, when used in combination with bevacizumab2. Approximately 54% of newly diagnosed patients have chemotherapy refractory (MGMT-unmethylated) tumors3 for whom current treatments are least effective; this is the population studied in the GLORIA trial. Assuming successful clinical development and regulatory approval of NOX-A12, which are uncertain, and a market share of approximately half of the chemotherapy refractory patients, TME estimates annual sales of approximately €1 billion around 2040. For its internal risk-adjusted product valuation of this product, TME Pharma applies industry-standard attrition rates for oncology products4.

Diede van den Ouden, CEO TME Pharma:

"We are delighted to be collaborating with Mr. Wakabayashi and TMS Co., Ltd. We have been impressed by their professionalism, enthusiasm, and dedication. We are pleased with TMS as our partner given their experience and track record. TME Pharma will be actively involved in supporting the Subsidiary in its discussions with investors, such as venture capital firms both in and outside Japan."

Takuro Wakabayashi, CEO TMS Co., Ltd:

"After our due diligence and discussions with TME Pharma’s management, we believe in the potential of NOX-A12. Furthermore, publications in Nature Communications and the recent award (German University Medicine Prize) are consistent with the quality of the research. I am very pleased to be working with TME Pharma; we entered into this agreement with the intention of securing the funding needed to resume the GLORIA study, and are working towards that goal."

Financial visibility
TME Pharma’s financial visibility into Q2 of 2028 does not depend on a potential transaction with TMS Co., Ltd. TME Pharma announced on October 26, 2026 that it has extended the maturity of its debt until June 30, 2028 and also secured two new bonds, with further financing of €1M available at the Company’s discretion. Any cash proceeds from the license agreement would represent an additional source of cash flow on top of the existing financial situation and would further strengthen the company’s financial position.

Main risks
The definitive agreement may not be concluded, or may be concluded on different terms, and the Subsidiary may not secure the required funding. During the exclusivity period, TME Pharma cannot negotiate with other partners for NOX-A12 and TMS Co., Ltd. may end the negotiations at any time. If the transaction does not proceed, the development of NOX-A12 would remain paused until an alternative partner or financing is found. TME Pharma will inform the market of material developments in the negotiations, positive or negative, and of the terms of a definitive agreement if one is signed.

(Press release, TME Pharma, NOV 10, 2026, View Source [SID1234674595])