CAR-T Pioneer CARGO Therapeutics Acquired for $217.5M Amid Pipeline Setbacks

On July 8, 2025, it was reported that CAR-T pioneer CARGO Therapeutics (hereinafter referred to as "CARGO") announced that the company had reached a definitive agreement with Concentra Biosciences (hereinafter referred to as "Concentra"), controlled by Tang Capital Partners. Concentra will acquire CARGO for A$4.379 (US$4.5) per share in cash, with a total value of at least US$217.5 million in cash (after deducting transaction costs and other liabilities).

Reportedly, the price was almost exactly the same as the trading price of Cargo Therapeutics' stock at Monday's close. After the acquisition information was disclosed, CARGO's share price rose 9.6% in pre-market trading on Tuesday, reaching $4.81.

In addition, shareholders of CARGO will receive non-transferable or valuable rights, entitling them to a portion of the remaining funds in CARGO's treasury exceeding $217.5 million (approximately 1.562 billion RMB), as well as 80% of the proceeds from any asset sales of biotech companies over the next two years. Currently, CARGO's board of directors has agreed to the merger, and CARGO's leadership team and some company investors are using approximately 17% of their shares for this transaction.

According to the terms of the agreement, Concentra Biosciences, LLC must commence a tender offer by July 21, 2025, to acquire all outstanding shares of Cargo Therapeutics, Inc. common stock. The acquisition is expected to be completed in August 2025.

It is generally believed in the industry that the sale of CARGO Therapeutics was predictable.

CARGO Therapeutics, Inc. was founded in 2021 and is committed to developing "next-generation" cell therapies. The company was co-founded by Dr. Crystal Mackall, a professor at Stanford University and a pioneer in CAR-T therapy, among others. Most of the founding team members come from the Stanford University School of Medicine. On March 2, 2023, the company announced the completion of a $200 million Series A financing round. On November 10 of the same year, the company officially went public on the NASDAQ in the United States under the stock code CRGX, with an offering price of $15 per share, issuing 18.75 million shares, and raising a total of $281 million.

CARGO's STASH/GAS platform is capable of designing the next generation of multi-specific and multi-functional CAR-T cell therapies, overcoming resistance mechanisms in various cancers. The next-generation CAR-T therapies require the introduction of multi-specific CAR-T cell vectors capable of targeting multiple antigens. However, engineered cells with multiple targets often produce heterogeneous and non-uniform cell products during the design process, where only a fraction meet the required design specifications for CAR-T cell vectors.

Novel STASH/GAS technology enables the purification of these multi-targeted vectors by tagging, producing uniform and universal CAR-T products, which is beneficial for advancing next-generation cell therapies into clinical applications. Multi-specificity and multi-functional targeting also expand the applicability of new-generation CAR-T cell therapies to other cancers, including solid tumors.

CARGO's core pipeline, the potential "first-in-class" and "best-in-class" CD22-targeted CAR-T therapy CRG-022, achieved sustained remission in over 50% of large B-cell lymphoma (LBCL) patients who were already resistant to CD19-targeted CAR-T therapy in a Phase 1 clinical trial. CRG-022, with its high efficacy and good safety profile demonstrated in the Phase 1 clinical trial, was featured in the prestigious academic journal *The Lancet*. Meanwhile, based on these results, the FDA has granted it Breakthrough Therapy Designation.

The core pipeline of CARGO, CRG-023, is a trispecific CD19, CD20, and CD22 CAR-T cell therapy designed to treat large B-cell lymphoma (LBCL). Large cell lymphoma is the most common aggressive lymphatic malignancy in the United States and Europe, accounting for approximately 30%-40% of all non-Hodgkin lymphomas (NHL).

In 2024, CARGO presented a research abstract on CRG-023 at the 66th American Society of Hematology (ASH) Annual Meeting. Preclinical data showed that CRG-023 consistently demonstrated anti-tumor activity without functional exhaustion when repeatedly exposed to tumor cell challenges; maintained T-cell memory phenotype compared to controls; continuously cleared tumors even when only one antigen was expressed; and exhibited robust in vivo anti-lymphoma activity at low doses.

However, at the same time, the financial situation within CARGO is not optimistic.

In the year of its listing, CARGO had no revenue. Its operating losses for 2021 and 2022 were $5.98 million and $34.77 million respectively; net losses were $5.85 million and $40.95 million respectively. In the first half of 2023, the company's operating loss was $33.04 million, compared to an operating loss of $13.72 million in the same period last year; the net loss was $30.60 million, compared to a net loss of $14.92 million in the same period last year.

On January 29, 2025, CRG-022 exhibited high toxicity issues in Phase 2 clinical trials, forcing CARGO to announce the termination of CRG-022 research and lay off approximately 50% of its employees to conserve cash. The company will focus on advancing the Phase 1 dose-escalation study of CRG-023 and promoting its novel allogeneic platform. This news caused the company’s stock price to plummet by 75% during pre-market trading on Thursday. Subsequently, CEO Gina Chapman resigned.

Unfortunately, CRG-023 did not gain momentum as expected.

In March 2025, CARGO recently announced a major operational strategy adjustment, including the suspension of the CRG-023 development project and a 90% workforce reduction. The suspension of CRG-023 and the allogeneic platform development is primarily due to an insufficient benefit-risk ratio, while also conserving cash and maximizing shareholder value.

At that time, Anup Radhakrishnan was appointed as the interim CEO and will lead CARGO in a reverse merger or other business combination. TD Cowen will serve as the exclusive strategic financial advisor for this process.

Concentra Biosciences is known for its unique acquisition strategy in the biopharmaceuticals industry, backed by Tang Capital Partners, led by Kevin Tang. Concentra has long been active in the capital markets and recently reached agreements to acquire Elevation Oncology, Kronos Bio, Allakos, and Jounce Therapeutics.

It is worth mentioning that the commonality among the aforementioned biotechs lies in the fact that they typically lack corresponding growth or recent clinical development successes, and there is no effective or timely mechanism to return cash on the books to shareholders. This results in these funds being "trapped" on the balance sheet.

Typically, such financial crises occur after poor clinical trial results or significant setbacks in the company's R&D efforts. However, the prolonged sluggish performance of the biotech stock market over the past few years means that an increasing number of companies are finding themselves in similar situations. At the same time, a growing number of investors are beginning to demand that these companies shut down and return funds to shareholders.

In fact, in the past acquisition offers issued by Concentra, most companies have declined, citing reasons such as Concentra's offer significantly undervaluing the company and not being in the best interests of the company and its shareholders, among others.

But for Concentra, if it can effectively recover this capital, there is a possibility of further enabling a良性循环 (positive cycle) within the capital market ecosystem. This is because these funds can continue to be invested into newly established biotech companies, creating new value.

For CARGO, this deal marks the end of its attempt to develop cancer cell therapies. The initial agreement to this deal might have stemmed from the setbacks in pipeline development.

By contrast, not long ago, on June 30, AbbVie announced its acquisition of Capstan Therapeutics, a rising star in the in vivo CAR-T field, presenting a different picture. Also a potential first-in-class, Capstan's in vivo anti-CD19 CAR-T project, CPTX2309, is currently in Phase I clinical trials for the treatment of B-cell-mediated autoimmune diseases. Notably, the announcement stated that AbbVie would pay the $2.1 billion (approximately RMB 15 billion) transaction in full cash, demonstrating its determination and highlighting the strong interest of multinational corporations (MNCs) in in vivo CAR-T therapies.

As MNCs "snap up" emerging in vivo CAR-T companies, the question of who will lead the "third wave" of CAR-T therapy has sparked industry speculation. The technology platform left by CARGO may not remain dormant and could see new breakthroughs.