Celgene has announced a definitive share purchase agreement to acquire Quanticel Pharmaceuticals, a San Diego-based, privately held biotech company focused on cancer drug discovery.

Celgene will have full access to Quanticel's proprietary platform for the single-cell genomic analysis of human cancer, as well as Quanticel's lead programs that target specific epigenetic modifiers to advance Celgene's pipeline of innovative cancer therapies.

The acquisition culminates a 2011 strategic alliance between Celgene and Quanticel. Over the course of the three-and-a-half year alliance, Quanticel industrialized its single-cell platform for analysis of tumor cellular content and applied it to novel target discovery and the generation of high-quality drug candidates. Multiple drug candidates from Quanticel are expected to enter the clinic in early 2016.

The acquisition is subject to customary closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

Celgene will acquire Quanticel for an upfront payment of $100 million in cash. Up to an additional $385 million in contingent payments may be achieved upon R&D and regulatory advances related to Quanticel's R&D platform. The acquisition of Quanticel Pharmaceuticals is expected to be accounted for as a purchase transaction and Celgene anticipates the acquisition will be neutral to 2015 adjusted diluted earnings guidance.