JW THERAP-B (02126) intends to transfer rights and interests in liver cancer TCR-T project to Eureka Hong Kong

JW THERAP-B (02126) announces that on November 9, 2026 (after trading hours), the JW Parties (the Company and JWS), the Eureka Parties (Eureka and Eureka Cayman), and Eureka Hong Kong entered into a license and transfer agreement, pursuant to which JWS transfers to Eureka Hong Kong all of its rights, title, and interests in the transferred assets (including the Eureka License), and each JW Party grants Eureka Hong Kong an exclusive royalty-bearing license to the licensed assets to exploit the products in the field within the territory in exchange for the total consideration. As partial consideration for JWS's transfer of the transferred assets and the JW Parties' grant of the license in respect of the licensed assets, Eureka Hong Kong (or a Eureka Hong Kong affiliate designated in writing by Eureka) shall pay to the JW Parties on or before the effective date a non-refundable, non-creditable, and irrevocable one-time upfront payment of US$10 million. Assuming the Eureka Group enters into a transaction within the qualification period and the Eureka Group achieves all three net sales targets within the milestone period, the aggregate amount of commercial milestone payments will not exceed US$100 million. The Eureka License forms the basis of four candidate products that the Company intends to use for the treatment of solid tumors: JWATM203, an autologous TCR-mimic T cell therapy targeting AFP for the treatment of hepatocellular carcinoma; JWATM213, a candidate product combining JWATM203 with independent technology licensed by the Company from Lyell (relating to T cell anti-exhaustion function); JWATM204, an autologous TCR T cell therapy targeting GPC3 for the treatment of hepatocellular carcinoma; and JWATM214, a candidate product combining JWATM204 with technology licensed from Lyell. In light of its strategic goal of streamlining its R&D plan, as well as the development progress of JWCAR201 and JWCAR239 and the strategic and commercial value expected to be generated by the Group's FAST manufacturing platform, the Company has decided to prioritize R&D expenditure on projects and platforms with clearer clinical validation, clearer development prospects, and potential commercial benefits, such as JWCAR201, JWCAR239, and relma-cel (as second-line treatment for LBCL). The Company has also leveraged its existing lentiviral vector, process development, and manufacturing capabilities to prioritize the development of its independently developed in vivo cell therapy platform. Accordingly, the Board has determined that it is more in the interests of the Company to transfer the transferred assets (including the Eureka License) to Eureka, license the licensed assets to Eureka, and use the proceeds from the transaction for R&D of the pipeline portions that have been assigned higher priority.