[Edaily Reporter YU JIN-HEE ] Ingenia Therapeutics is set to receive milestone payments totaling 50 billion won from Merck by the end of this year. In addition, Edaily’s premium pharma and biotech content platform, PharmEdaily, has compiled management’s responses regarding five key issues facing Ingenia Therapeutics ahead of its KOSDAQ initial public offering.

- What are the short-term financial results and the schedule for milestone payments through the partnership with Merck?

△Currently, two Phase 2b/3 clinical trials for neovascular age-related macular degeneration (NVAMD), led by Merck, are proceeding smoothly with a global target of 960 patients. As the trials gain momentum, the cumulative milestone payments to be received from Merck this year alone are expected to reach 50 billion won. Having already generated cumulative revenue of over 50 billion won and proven its financial stability, conditional technology royalties tied to clinical progress will continue to drive robust short- to medium-term growth even after the company goes public.

-In addition to the collaboration with Merck, the follow-up pipeline aimed at future technology exports includes

△Building on the excellence of its platform technology demonstrated through the Merck partnership, the company is strategically pursuing a series of global technology exports for its in-house pipeline. Leading the charge is IGT-303, a treatment for chronic kidney disease (CKD). It is currently undergoing a Phase 2a clinical trial in Australia and New Zealand. In primate studies, this compound demonstrated exceptional efficacy by protecting the glomerular microvasculature of the kidneys and reducing proteinuria levels by more than 50%. The company plans to pursue a global technology export deal early next year as soon as the data is released at the end of this year. In addition, a lineup of strong follow-on candidates, including IGT-302—a glaucoma treatment currently under in-house development—is waiting in the wings.

- Regarding allegations that CEO Han Sang-yeol held stock options—which are prohibited under Korean commercial law—and concerns about the risk of dilution of controlling interest:

△Since Ingeniais a foreign corporation headquartered in the United States, it is true that stock options were granted as part of a non-cash incentive structure in accordance with the laws of the U.S. state of Delaware during the company’s early stages. This is a very common compensation structure in the U.S. biotech sector for recruiting key talent. However, following the company’s listing on KOSDAQ, the obligation to comply with Korean capital market laws will take effect immediately; therefore, in accordance with Article 340-2 of the Korean Commercial Act, no additional stock options will be granted to major shareholders. CEO Han Sang-yeol’s stake will be diluted to 17.2% following the public offering. Nevertheless, to secure stable management control, the company has entered into a joint voting agreement with major friendly shareholders, establishing a strong defensive barrier of 58.67% as of the post-public offering date. In particular, since the CEO typically holds or directly manages core technologies in the biotech industry, it is considered that threats to management control—such as aggressive mergers and acquisitions (M&A)—are less likely to materialize compared to other industries, even if the CEO’s ownership stake is low.

- How are financial risks associated with the conditional revenue structure managed?

△Most new drug development revenue models, including the licensing agreement with Merck, are structured to provide payments based on clinical progress and regulatory approval. While external variables beyond our direct control—such as delays in a partner’s development schedule or changes in strategy—do exist, we are maintaining close communication with our partners regarding our current clinical pipeline to proactively mitigate financial risks and ensure successful commercialization. In its securities registration statement, Ingenia presented a cumulative revenue estimate of $499.66 million (approximately 750 billion won) from this year through 2029. IGT-427, which has now entered Phase 2b/3 clinical trials, is considered to be the most advanced in development and has the highest potential for generating revenue through commercialization and royalty payments. To mitigate the risk of over-reliance on a single revenue source, the company is also rapidly diversifying its pipeline with products targeting chronic kidney disease and other conditions. The company plans to maintain transparent communication with the market in the event of any financial changes.

- As a foreign corporation, what are the contingency plans regarding administrative procedures or overhang risks associated with a domestic listing?

△Given the nature of a foreigncorporation’s listing, an administrative procedure remains: after the capital contribution, we must submit a securities issuance report to the Ministry of Economy and Finance to obtain approval for remitting the funds raised through the public offering to our U.S. headquarters. As we have already completed close preliminary consultations with the authorities, we will make every effort to secure approval in a timely manner to ensure there are no delays in the execution of global clinical trial funding. Regarding the overhang (potential selling pressure) risk, the volume of unexercised stock options amounts to approximately 8.75% of the total number of shares issued following the public offering. However, since major financial investors such as Intervest and Aurem Asset Management have completed lock-up arrangements to ensure that their shares are gradually released into the market over a period ranging from a minimum of one month to a maximum of 12 months after the listing, the impact on the market will be minimized.