Oncternal Therapeutics has completed the sale of its ROR1-targeting therapeutic programs to Ho'ola Therapeutics for a total potential value of $68 million, marking a significant transition as the company prepares to wind down operations. The transaction, finalized on June 27, 2025, transfers two investigational therapies designed to target Receptor Tyrosine Kinase-Like Orphan Receptor 1 (ROR1).
Asset Portfolio Transfer
The acquired programs include zilovertamab, an investigational monoclonal antibody designed to inhibit ROR1 function, and ONCT-808, an investigational autologous chimeric antigen receptor T (CAR T) cell therapy that targets ROR1 using the binding domain from zilovertamab. This complementary approach represents both antibody-based and cellular therapy strategies targeting the same receptor.
Financial Structure
Ho'ola Therapeutics will pay Oncternal a $3.0 million upfront payment, with $2.25 million paid immediately and $750,000 upon resolution of certain outstanding contractual obligations with third parties. The deal structure includes substantial milestone-based payments totaling up to $65.0 million for the acquired products and any future products derived from the acquired intellectual property.
The milestone payments are structured across three categories: development milestones consisting of up to $5.0 million upon either the last patient enrolled in a pivotal clinical trial or a regulatory approval submission; regulatory milestones consisting of up to $40.0 million in connection with regulatory approvals; and sales milestone payments of $20.0 million upon achievement of a net sales threshold.
Geographic Scope
The development and regulatory approval milestones are based on clinical trials and regulatory approvals in major markets including the United States, United Kingdom, Germany, Spain, France, Italy, and Japan, providing broad geographic coverage for potential value realization.
Leadership Transition
Following the asset sale, Craig R. Jalbert has been appointed President, CEO, Treasurer, Secretary, and sole member of Oncternal's board of directors, while the company's directors and remaining employees have resigned. Jalbert, a principal of the accounting firm Verdolino & Lowey, P.C., brings over 30 years of experience in overseeing company dissolutions and will oversee the winddown of Oncternal's operations, including any future distribution of remaining cash and future rights to milestone-based payments.
Development Risks and Dependencies
Oncternal acknowledges that the company will be entirely dependent on Ho'ola Therapeutics for the development, regulatory approval and sales of any products subject to the asset purchase agreement. The company notes that Ho'ola Therapeutics may not successfully develop any products from the asset purchase agreement due to the inherent risks in drug development as well as strategic decisions by Ho'ola Therapeutics on whether to continue any of the product programs.
