The path to exit: How Celsius Therapeutics got acquired by AbbVie

Earlier this year, Amplitude portfolio company Celsius Therapeutics was acquired by AbbVie, a global leader in biopharmaceuticals, for $250 million.

Our 2022 investment in the company’s $83 million Series B round is a great example of our precision medicine thesis. At the time, Celsius had already built one of the world’s largest single-cell datasets from patients spanning cancer and inflammatory bowel disease (IBD). It was also using computational tools to tease apart that data to identify unique targets implicated in the disease, and had built a really strong team to develop novel treatments that would make a meaningful change in patients’ lives.

Celsius had also identified a protein involved in the inflammation that occurs in IBD — TREM1 — and was developing an antibody against it to tamp down the immune system and reduce the symptoms associated with the disease. Additionally, it had programs in oncology, both internally and in partnership with Servier, a French oncology company. Another important factor in our decision to back Celsius was the fact that we had previously worked very closely with its CSO in other Amplitude portfolio companies.

After investing in March 2022, we spent the next 18 months supporting the company and working with it on its business development efforts as it made steady progress advancing its TREM1 treatment toward the clinic and driving its other programs in oncology forward.

A difficult fundraising environment forces Celsius to pivot

By early 2023, Celsius was looking to raise a larger Series C round to further its work on its TREM1 program. The new round was intended to give the company the additional capital it needed to support the business through to the end of its Phase II trials — a key milestone on the path to validating the therapeutic value of the treatments it was working on. Unfortunately, unfavorable macroeconomic conditions meant that it was a difficult time to raise capital for most businesses, particularly those working on new targets or frontier science. After working with Celsius for six months on a financing, it became clear that investors were retrenching — and the company was running out of cash.

At the same time, an opportunistic buyer emerged looking to take advantage of Celsius’ position to buy its TREM1 program at a fraction of what we believed it was actually worth. Rather than sell at a fire-sale price, Celsius CEO Tariq Kassum made the difficult decision to conserve cash by letting much of the Celsius team go, including all of its scientists and much of the management team. “It was a really tough time,” recalls Tariq. “But Amplitude helped us get through it and navigate the various options we were considering. Their commitment to our business was a huge help.”

The Celsius team contracted to a skeleton crew and closed a bridge financing led by Third Rock Ventures (with Amplitude’s participation) to drive its TREM1 program to the end of a Phase I trial. “Celsius was building something really incredible,” says Amplitude Principal Bharat Srinivasa. “Once it became clear that we couldn’t get the capital Tariq needed to fully realize the vision, we had a choice: We could either fold and let a promising therapy go for less than it was worth, or we could help drive the company through a critical derisking step, which would unlock multiple options for value creation for investors, while potentially bringing an important new therapy to patients.”

Encouraging data helps Celsius gain negotiating leverage

By December 2023, Celsius had received preliminary data from its Phase 1 trial, showing good safety, tolerability, and receptor engagement. This was the catalyst everyone was looking for to help drive value for the company.

Celsius’ board subsequently put together a transaction committee to help evaluate strategic options, whether financing, partnership, or sale. Although Amplitude was a relatively small shareholder, Tariq and the Celsius board valued our expertise and commitment and invited us to sit on the committee. Celsius then spent the next several months talking to a number of biopharma companies and investors about a variety of potential transactions. Both the company and Amplitude were pleased with the level of excitement and engagement. Our decision to advance the TREM1 program into Phase 1 was starting to look like a good choice.

By March 2024, Celsius had the entire dataset from its Phase 1 trial in hand, which we used to drive the process to a conclusion. After several months of negotiating, Tariq and the transaction committee accepted an offer from AbbVie for $250 million in all upfront cash. The deal closed in June 2024.

“Amplitude was a great partner throughout the entire time they were invested in the company,” says Tariq. “They have a great network across the pharmaceutical industry that they regularly tapped into on our behalf, both for financing and business development purposes, early on and eventually to bring potential acquirers to the table. They also provided a lot of valuable guidance over the years. I’m grateful for the work they did to help turn around the business and get us to the positive outcome that we ultimately achieved.”

The sale was an important step for Amplitude too. It allowed us to ensure that Celsius’ important work would make a difference for patients with AbbVie’s support, while also returning capital to our investors. At the same time, it has created new opportunities for collaboration with Celsius’ management team. We are already in discussions with Tariq about what his next role might be.

“Celsius faced a huge hurdle when it was unable to raise the Series C round it was looking for,” says Bharat. “Fortunately, we were able to work together to overcome that challenge and get to an outcome that benefits the company’s shareholders and employees, our investors, and ultimately patients. We’re pretty happy with that.”