# Telavant
Telavant was a US clinical-stage biopharmaceutical company formed jointly by [Roivant Sciences](https://www.edgepedia.org/roivant-sciences) and Pfizer in late 2022 to develop and commercialize RVT-3101, an anti-TL1A antibody for ulcerative colitis and [Crohn's disease](https://www.edgepedia.org/crohns-disease), and it ceased to exist as an independent company when Roche acquired it in December 2023 for $7.1 billion in cash.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) Roche's purchase placed RVT-3101, now developed within Roche, into a competitive field of programs targeting TL1A in inflammatory bowel disease.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) • [2](https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/)
## Key facts
| Fact | Detail |
|---|---|
| What it was | Clinical-stage biopharmaceutical company developing RVT-3101, an anti-TL1A antibody for inflammatory and fibrotic diseases[3](https://investor.roivant.com/news-releases/news-release-details/telavant-roivant-company-advances-inflammatory-bowel-disease) |
| Ownership at formation | Roivant 75%, Pfizer 25% (as-converted basis)[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) |
| Territorial rights | Telavant held US and Japan rights; Pfizer retained the rest of the world[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) • [4](https://www.bioworld.com/articles/702075-roche-pays-71b-up-front-for-telavant-and-its-ibd-drug) |
| Sale price | $7.1 billion cash at closing plus a $150 million milestone for Phase 3 UC initiation[5](https://investor.roivant.com/static-files/d1928fd7-cebb-4b5c-8137-abfd6579f7b6) |
| Deal signed / closed | Stock Purchase Agreement October 22, 2023; closed December 14, 2023[5](https://investor.roivant.com/static-files/d1928fd7-cebb-4b5c-8137-abfd6579f7b6) • [1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) |
| Milestone status | Phase 3 UC milestone achieved June 2024; Roivant received $110.4 million in August 2024[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) |
| Status | Acquired by Roche; RVT-3101 in Roche's Phase 3 program[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) |
## Founding and origins
Telavant was jointly formed by Roivant Sciences and Pfizer to develop and commercialize RVT-3101, an anti-TL1A antibody in development for ulcerative colitis (UC) and Crohn's disease, in the US and Japan.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) Roivant's SEC filing dates the formation to November 2022, while trade press including BioWorld and Fierce Biotech describes the company as created in December 2022; the difference is a matter of weeks and the filings are the authoritative record.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) • [4](https://www.bioworld.com/articles/702075-roche-pays-71b-up-front-for-telavant-and-its-ibd-drug) • [6](https://www.fiercebiotech.com/biotech/roivants-matt-gline-has-pangs-regret-letting-telavant-go-hes-ready-deal-again)
The deal gave each parent a defined slice of the world: Telavant, in which Roivant held 75% of shares and Pfizer 25% on an as-converted basis, held the US and Japan rights to the antibody, while Pfizer retained commercialization rights for the rest of the world.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm) • [4](https://www.bioworld.com/articles/702075-roche-pays-71b-up-front-for-telavant-and-its-ibd-drug) The drug itself originated at Pfizer, which contributed its TL1A-directed antibody as the new company's core asset.[6](https://www.fiercebiotech.com/biotech/roivants-matt-gline-has-pangs-regret-letting-telavant-go-hes-ready-deal-again)
## The drug: RVT-3101 and TL1A biology
TL1A (tumor necrosis factor-like ligand 1A) is an immune signaling target involved in inflammatory bowel disease. According to Roche, RVT-3101 is a potential first-in-class agent that targets both inflammatory and fibrotic pathways by inhibiting TL1A.[7](https://www.roche.com/investors/updates/inv-update-2023-10-23) Telavant described itself as a clinical-stage biopharmaceutical company developing therapies for inflammatory and fibrotic diseases.[3](https://investor.roivant.com/news-releases/news-release-details/telavant-roivant-company-advances-inflammatory-bowel-disease)
**Clinical evidence at the time of sale.** RVT-3101 had been tested in a Phase 2 study (TUSCANY) in 50 patients and a global Phase 2b study (TUSCANY-2) in 245 adults with moderate to severe ulcerative colitis.[7](https://www.roche.com/investors/updates/inv-update-2023-10-23) In TUSCANY-2, maintenance treatment at the proposed Phase 3 dose, given subcutaneously once monthly, produced clinical remission in 36% and endoscopic improvement in 50% of patients at week 56, with what Roche described as a favorable safety profile.[7](https://www.roche.com/investors/updates/inv-update-2023-10-23) In the biomarker-positive population at the expected Phase 3 dose, Telavant reported clinical remission of 43% at week 56 (versus 33% at week 14) and endoscopic improvement of 64% (versus 47%), with the drug well tolerated across all doses.[3](https://investor.roivant.com/news-releases/news-release-details/telavant-roivant-company-advances-inflammatory-bowel-disease) An earlier analysis of Phase 2 induction data showed remission in 32% of inflammatory bowel disease patients versus 12% on placebo.[6](https://www.fiercebiotech.com/biotech/roivants-matt-gline-has-pangs-regret-letting-telavant-go-hes-ready-deal-again) In July 2023, Telavant dosed the first patient in the TAHOE study (NCT05910528), a global randomized double-blind Phase 2 trial of two once-monthly subcutaneous doses in moderate to severely active Crohn's disease.[3](https://investor.roivant.com/news-releases/news-release-details/telavant-roivant-company-advances-inflammatory-bowel-disease)
## Funding and the Roche acquisition
On October 22, 2023, Roivant, its subsidiary Telavant Holdings, Inc., Pfizer, and Roche Holdings, Inc. entered into a Stock Purchase Agreement under which Roche agreed to acquire all issued and outstanding shares of Telavant.[5](https://investor.roivant.com/static-files/d1928fd7-cebb-4b5c-8137-abfd6579f7b6) Total consideration was $7.1 billion in cash at closing, subject to customary adjustments, plus a one-time $150 million cash milestone payable upon initiation of a Phase 3 trial in ulcerative colitis, with closing expected in the fourth quarter of 2023 or the first quarter of 2024.[5](https://investor.roivant.com/static-files/d1928fd7-cebb-4b5c-8137-abfd6579f7b6) The transaction closed on December 14, 2023, and Roivant received approximately $5.2 billion in cash as its pro rata portion of the closing consideration.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm)
Roivant's chief executive Matt Gline explained the sale at the January 2024 J.P. Morgan Healthcare Conference: "We are a biotech company. We're capital-constrained other than through doing deals like that, and it was a transformative opportunity for us." He acknowledged having "pangs of regret" about giving up an asset of that size.[6](https://www.fiercebiotech.com/biotech/roivants-matt-gline-has-pangs-regret-letting-telavant-go-hes-ready-deal-again)
## By the numbers
The $7.1 billion upfront price reflects how competitive the TL1A target had become by 2023. Merck had agreed earlier that year to acquire [Prometheus Biosciences](https://www.edgepedia.org/prometheus-biosciences) and its Phase 3-ready anti-TL1A antibody PRA023 for $10.8 billion.[2](https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/) In early October 2023, weeks before the Telavant deal, Sanofi agreed to pay Teva €469 million (about $500 million) upfront plus €940 million (about $1 billion) in development and commercialization milestones for Teva's anti-TL1A drug, with Sanofi leading the planned Phase 3 program.[2](https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/) Against that backdrop, Telavant's $7.1 billion upfront price came alongside TUSCANY-2 maintenance results of 36% remission and 50% endoscopic improvement at week 56.[7](https://www.roche.com/investors/updates/inv-update-2023-10-23) • [2](https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/)
## How it compares with rival anti-TL1A programs
RVT-3101 entered a field with two other major programs: Merck's PRA023, acquired with Prometheus Biosciences for $10.8 billion, and Teva's anti-TL1A antibody, developed with Sanofi under a €469 million upfront plus €940 million milestone structure.[2](https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/) The deal structures differed in kind: Merck and Roche bought whole companies outright, while Sanofi took a co-development partnership in which it leads the planned Phase 3 program.[2](https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/) RVT-3101 also differed in rights scope: even before the Roche sale, its US and Japan rights sat with Telavant while Pfizer held the rest of the world, so Roche's $7.1 billion bought a regional rather than global asset.[4](https://www.bioworld.com/articles/702075-roche-pays-71b-up-front-for-telavant-and-its-ibd-drug)
## Recent developments
Roche moved the drug forward quickly. The $150 million milestone was tied to initiation of a Phase 3 trial in ulcerative colitis, and Roche had said at announcement that it was committed to starting a global Phase 3 trial as soon as possible.[5](https://investor.roivant.com/static-files/d1928fd7-cebb-4b5c-8137-abfd6579f7b6) • [7](https://www.roche.com/investors/updates/inv-update-2023-10-23) That milestone was achieved in June 2024, confirming the Phase 3 UC trial had begun; Roivant received $110.4 million in cash for its pro rata share in August 2024 and recognized a $110.4 million gain in the six months ended September 30, 2024.[1](https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm)
## References
1. Roivant Sciences Ltd. Form 10-Q, Note 5 — Recent Transactions and Developments (Telavant Disposition). https://www.sec.gov/Archives/edgar/data/1635088/000114036124046019/R13.htm
2. Roche to Pay $7.1B to Get Contender in Tight Inflammatory Bowel Disease Race — MedCity News. https://medcitynews.com/2023/10/roche-to-pay-7-1b-to-get-contender-in-tight-inflammatory-bowel-disease-race/
3. Telavant press release: First patient dosed in Phase 2 TAHOE study of RVT-3101 in Crohn's disease (July 27, 2023). https://investor.roivant.com/news-releases/news-release-details/telavant-roivant-company-advances-inflammatory-bowel-disease
4. Roche pays $7.1B up front for Telavant and its IBD drug — BioWorld. https://www.bioworld.com/articles/702075-roche-pays-71b-up-front-for-telavant-and-its-ibd-drug
5. Roivant Sciences Form 8-K, Item 1.01 — Stock Purchase Agreement with Roche (October 22, 2023). https://investor.roivant.com/static-files/d1928fd7-cebb-4b5c-8137-abfd6579f7b6
6. Roivant CEO has 'pangs of regret' for letting Telavant go — Fierce Biotech (January 2024). https://www.fiercebiotech.com/biotech/roivants-matt-gline-has-pangs-regret-letting-telavant-go-hes-ready-deal-again
7. Roche investor update: definitive agreement to acquire Telavant and RVT-3101 (October 23, 2023). https://www.roche.com/investors/updates/inv-update-2023-10-23
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