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Rosetta Green Inks Partnership with DuPont as Former Parent Firm Sells Off Stake


By Doug Macron

Rosetta Green this week announced that it has inked a strategic research deal with DuPont, its biggest partner to date, to identify microRNAs associated with drought tolerance in corn and soybeans.

Separately, Rosetta Green's one-time parent firm Rosetta Genomics disclosed that it has divested its majority stake in the ag-bio firm to undisclosed buyers. Rosetta Genomics had been facing bankruptcy recently as it struggled to pay off a debt to a former marketing partner.

Under the terms of the deal with DuPont, Rosetta Green will identify drought-related miRNAs, which will be tested in target crops by DuPont unit Pioneer Hi-Bred.

Pioneer will have an exclusive license to the miRNAs identified through the arrangement. Additional terms were not disclosed.

“In agriculture, one of the big challenges, because of the complexity of interacting genes, is drought,” Barbara Mazur, vice president of research strategy at DuPont Agricultural Biotechnology, told Gene Silencing News. “Our customers are faced with drought in unpredictable but continuing episodes. Anything we can do develop solutions for drought-prone climates is of value.”

“Signing this agreement is a significant milestone for the company and a vote of confidence in its technology,” Rosetta Green CEO Amir Avniel said in a statement. “We believe that microRNA genes have great potential in the agriculture industry and in crop improvement.”

Mazur agreed, noting that DuPont views the small, non-coding RNAs as “important regulators in plants” based on its internal research efforts.

She noted that while the deal with Rosetta Green marks DuPont's first commercial partnership in the miRNA field, the company has a number of ongoing academic collaborations, most notably an exclusive arrangement with Cold Spring Harbor Laboratory's plant sciences department.

Despite the promise of miRNAs, however, Mazur cautioned that the deal with Rosetta Green isn't likely to yield commercial products in the near term.

“Nothing in agriculture is rapid,” she said. “If I were to give you a microRNA today, it would be 2025 [or so] before it [reached the market]. We're often looking at 10 to 15 years, even, to commercialize a product because there are substantial regulatory hurdles,” especially for a new technology such as miRNAs.

Pulling Up Stakes

Rosetta Green was founded in 2008 as a unit of Rosetta Genomics focused on leveraging the company's miRNA expertise in areas outside of diagnostics and therapeutics (GSN 11/3/2008).

Less than two years later, Rosetta Genomics separated Rosetta Green into a majority-owned subsidiary, holding on to a 76 percent stake (GSN 6/3/2010). That equity position dwindled to slightly more than 50 percent by early this year when Rosetta Green went public on the Tel Aviv Stock Exchange, raising around $6 million (GSN 2/24/2011).

Since then, Rosetta Genomics has been facing a cash crunch as it worked to build up an in-house sales force for its commercialized miRNA-based diagnostics while cutting back on research and development. In October, the company announced that it was slashing more than half of its staff to curb costs (GSN 10/13/2011).

Despite the cuts, Rosetta Genomics remained under significant financial pressure, and disclosed in a filing with the US Securities and Exchange Commission last month that it faced bankruptcy after defaulting on a $650,000 payment to Prometheus Laboratories (GSN 12/01/2011).

Prometheus had once been the exclusive distributor of Rosetta Genomics' miRNA diagnostics, but that arrangement fell apart under allegations of that Prometheus had not used "commercially reasonable efforts" to promote the tests and that Rosetta had breached a stock-purchase deal between the companies.

As part of a settlement between the firms, Rosetta Genomics agreed to pay Prometheus $3.1 million in several installments, but had trouble making a payment due on Nov. 22.

Rosetta Genomics avoided bankruptcy this month, making its payment to Prometheus, plus accrued and unpaid interest (GSN 12/8/2011).

With a final payment of $750,000 due on May 22, 2012, the company isn't out of the woods yet, but the sale of its Rosetta Green stake should help.

According to Rosetta Genomics, it received an upfront payment of $900,000 for its Rosetta Green shares, and stands to get an additional $2 million if its former subsidiary is acquired within three years and if certain other undisclosed conditions are met.

"We are pleased to monetize our ownership in Rosetta Green as it provides some important, non-dilutive funding as we continue to work to improve our cash position so as to expand the commercialization of our ... microRNA diagnostics tests in oncology and to advance the development of our blood-based, microRNA biomarkers for heart failure prognosis," Rosetta Genomics President and CEO Kenneth Berlin said in a statement.

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