On December 15, 2020 The Board of Directors of Alligator Bioscience AB (publ) ("Alligator" or the "Company") reported that based on the authorization from the Annual General Meeting on May 5, 2020, resolved to carry out a rights issue of shares with preferential rights for the Company’s existing shareholders of approximately SEK 86 million (the "Rights Issue") (Press release, Alligator Bioscience, DEC 15, 2020, View Source [SID1234572846]). The Company has received subscription undertakings from existing shareholders, including Stena AB, AP4, board members and Per Norlén, CEO. In total, subscription undertakings amount to approximately SEK 12.6 million, corresponding to approximately 15 percent of the Rights Issue. In addition, the Company has procured guarantee commitments of approximately SEK 73 million, which secures the Rights Issue to 100 percent. The guarantee commitments consist of a so-called top guarantee and a bottom guarantee. In addition to its subscription undertaking, the existing shareholder Roxette Photo NV will guarantee SEK 8.2 million of the top guarantee free of charge. Alligator will use the issue proceeds from the Rights Issue to start and run Phase II studies for mitazalimab as well as complete Phase I studies and begin work on Phase II studies for ATOR-1017. Due to the Rights Issue, the Board has resolved that the Company’s Year-End Report for 2020 will be published on February 26, 2021 instead of February 11, 2021.

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Background for and purpose of the Rights Issue
Alligator is active in the phases of drug development that range from idea and early research to clinical phase II studies in patients. This includes, among other things, identifying new points of attack for drugs, developing and optimizing new drug candidates, evaluating preclinical efficacy and safety, and finally confirming clinical studies on cancer patients.

Alligator’s clinical development portfolio consists of the drug candidates ATOR-1015, ATOR-1017, ALG.APV-527 and mitazalimab as well as the drug concept Neo-X-Prime, all intended for the treatment of disseminated cancer. During 2020, the Company has generated important data that will move the Company forward in the continued development of the clinical project portfolio.

The Phase I study with ATOR-1017 advanced faster than the Company expected and already in August 2020, interim data were presented that showed a good safety profile at clinically relevant dose levels. Dose evaluation will continue at higher dose levels and the Company expects to be able to present safety data and possible efficacy data in the spring of 2021, with the planned start of clinical phase II in the second half of 2021. Alligator has also shown strong Proof of Mechanism data for mitazalimab, Alligator’s most advanced immunology candidate. With a solid data package from two Phase I clinical trials with over 100 patients, the next step is to start a Phase II clinical trial.

Alligator is now focusing its resources on ATOR-1017 and mitazalimab and believes that both programs have first-in-class potential and can begin Phase II studies in 2021.

To ensure continued successful development in accordance with the Company’s business plan and strategy, Alligator has decided to carry out the Rights Issue of approximately SEK 86 million before issue costs, which are expected to amount to approximately SEK 10 million (of which costs for guarantee commitments amount to approximately SEK 4 million). Thus, the net proceeds from the Rights Issue are expected to amount to approximately SEK 76 million. The expected net proceeds from the Rights Issue will, in the following order of priority and with an approximate proportion indicated in parentheses, be used for:

1. Initiate and conduct phase II studies of mitazalimab (50%)

2. Complete phase I study and start work on phase II study for ATOR-1017 (50%)

Comment from Alligator’s CEO, Per Norlén
" The upcoming capital injection enables us to initiate both the mitazalimab Phase II study in pancreatic cancer as well as to advance ATOR-1017 into the planned Phase II study, with gastric cancer as a prioritized indication. The five-year survival rate for pancreatic cancer is today below ten percent. We have good faith in that mitazalimab can alter this, given the data at hand and the external validation of CD40 in patient studies. The ongoing safety study with ATOR-1017 confirms the drug candidate’s favorable properties and we have reached the expected therapeutic dose levels. We are now preparing to bring this candidate into the next phase of development, i. e clinical efficacy studies." – Per Norlén, CEO

The Rights Issue in summary
The Board has today, with the support of the authorization from the Annual General Meeting on May 5, 2020, resolved to carry out a Rights Issue. The Rights Issue shall be carried out on the following main terms:

Issue volume: The Rights Issue will amount to a maximum of 14,277,723 shares. Through the Rights Issue Alligator will initially receive approximately SEK 86 million before deductions of costs related to the Rights Issue.

Record date: The record date at Euroclear Sweden AB for determining which shareholders have the right to receive subscription rights falls on January 5, 2021. The last day for trading in the Company’s share, including the right to receive subscription rights, falls on December 30, 2020. First day for trading in the Company’s share excluding the right to receive subscription rights falls on January 4, 2021.

Subscription rights: The Rights Issue shall take place with priority for those who are registered as shareholders in the Company on the record date. One (1) existing share in the Company entitles to one (1) subscription right. Five (5) subscription rights entitle to subscribe for one (1) share. Subscription rights which are not exercised in the subscription period will be invalid and have no value

Trading in subscription rights: Trading in subscription rights takes place on Nasdaq Stockholm during the period from January 11 to January 25, 2021.

Subscription period: Subscription of shares shall take place during the period from and including January 11, 2021 to and including January 25, 2021. The Board has the right to extend the subscription period.

Subscription price: SEK 6.0 per share. No commission will be charged.

Trading in BTA: Trading in a paid subscription share (Sw. "BTA") takes place on Nasdaq Stockholm from January 11, 2021 until the Rights Issue is registered with the Swedish Companies Registration Office.

Allocation: If not all shares are subscribed for on the basis of subscription rights, the remaining shares shall be allotted within the framework of the maximum amount of the Rights Issue: firstly, to those who have subscribed for shares on the basis of subscription rights (regardless of whether they were shareholders on the record date or not) and who have registered an interest in subscribing for shares without the support of subscription rights and in the event that allotment cannot be made in full, allotment takes place pro rata in relation to the number of subscription rights that each of those who have expressed an interest in subscribing for shares without the support of subscription rights used for subscription of shares; secondly, to those who has subscribed for subscription of shares without the support of subscription rights and in the event that allotment to these cannot take place in full, allotment shall be made pro rata in relation to the number of shares that the subscriber has fully subscribed for; and thirdly, to those who have provided issue guarantees regarding subscription of shares, in proportion to such guarantee commitments. To the extent that allotment at any stage according to the above cannot take place pro rata, allotment shall be made by drawing lots.

Subscription undertakings and guarantee commitments
Alligator has received subscription undertakings from the Company’s existing shareholders, including Stena AB, Fjärde AP-fonden, board members and Per Norlén, CEO. In total, received subscription undertakings amount to approximately SEK 12.6 million, corresponding to approximately 15 percent of the Rights Issue. In addition, the Company has procured guarantee commitments in the form of a so-called bottom guarantee of approximately SEK 60.2 million, corresponding to approximately 70 percent of the Rights Issue, and a so-called top guarantee of approximately SEK 12.8 million, corresponding to approximately 15 percent of the Rights Issue. In addition to its subscription undertaking, the existing shareholder Roxette Photo NV will guarantee SEK 8.2 million of the top guarantee free of charge. The bottom-up guarantee ensures, provided that at least the corresponding subscription undertakings are subscribed for, that approximately 85 percent of the Rights Issue is subscribed for and paid for. The top guarantee ensures, provided that the subscription takes place at least corresponding to the subscription undertakings and the bottom guarantee, that 100 percent of the Rights Issue is covered by subscription undertakings and guarantee commitments.

Preliminary timeline

• December 30, 2020 – Last day of trading incl. preferential rights

•January 4, 2021 – First day of trading excl. preferential rights

•January 4, 2021 – Estimated publication of prospectus

•January 5, 2021 – Record date

• January 11 – January 21, 2021 – Trading in rights

•January 11 – January 25, 2021 – Subscription period

• January 11, 2021 – Until the Rights Issue is registered at the Swedish Companies Registration Office – Trading in paid subscription share (Sw. "BTA")

•January 28, 2021 – Estimated publication of outcome of Rights Issue

Number of shares and share capital
Upon full subscription in the Rights Issue, the number of shares in the Company will increase by 14,277,723 shares, from 71,388,615 to 85,666,338 and the share capital will increase by a maximum of SEK 5,711,089.20, from SEK 28,555,446 to SEK 34,266,535.20. The dilution effect for shareholders who chooses not to participate in the Rights issue will amounts to a maximum of approximately 16.67 percent of the share capital and votes, based on the number of shares and votes in the Company upon full subscription in the Rights Issue.

Prospectus
Full terms and conditions for the Rights Issue, as well as other information on the Company and information about subscription undertakings and guarantee commitments will be presented in the prospectus which the Company expects to publish on or about January 4, 2021 (the "Prospectus").

Investor meetings
Invitation to investor meetings will be sent out separately and will also be presented on Alligator and Redeye’s respective websites.

Postponing the Year-End Report for 2020
Due to the Rights Issue, the Board has resolved that the Company’s Year-End Report for 2020 will be published on February 26, 2021 instead of February 11, 2021.

Advisers
Redeye AB acts as financial adviser, Setterwalls Advokatbyrå AB acts as legal adviser and Aktieinvest FK AB acts as the issuing agent in the Rights Issue.

This information is information that Alligator Bioscience AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 08:00 a.m. CET on December 15, 2020.

On December 15, 2020 Acacia Pharma Group plc ("Acacia Pharma", the "Group" or the "Company") (EURONEXT: ACPH), a hospital pharmaceutical company focused on the development and commercialization of new products aimed at improving the care of patients undergoing significant treatments such as surgery, other invasive procedures or cancer chemotherapy, reported an amendment to the terms of its investment agreement with Cosmo Technologies Ltd, a wholly-owned subsidiary of Cosmo Pharmaceuticals N.V. ("Cosmo") dated 10 January 2020 ("Investment Agreement") (Press release, Acacia Pharma, DEC 15, 2020, View Source [SID1234572844]).

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Under the Investment Agreement, Cosmo would have become eligible to receive a €5 million payment from the Company payable in new ordinary shares in the Company ("New Ordinary Shares") conditional upon the first commercial sale of the BYFAVO product in the United States ("BYFAVO First Commercial Sale").

On 14 December 2020, the Company and Cosmo entered into an amendment agreement (the "Amendment Agreement") pursuant to which the Company and Cosmo agreed that, in exchange for Cosmo prioritising the packaging and labelling production run for BYFAVO for supply in the US, the Company shall make the €5 million payment in advance of BYFAVO First Commercial Sale and by no later than 31 December 2020 (subject to the terms of the Investment Agreement, generally).

BYFAVO was approved by the US Food and Drug Administration (FDA) on 2 July 2020 for the induction and maintenance of procedural sedation in adults undergoing procedures lasting 30 minutes or less. It received its Schedule IV designation from the US Drug Enforcement Administration (DEA) on 5 October 2020.

DEA scheduling requirements between July and October this year delayed the final approval and finalization of the BYFAVO label, leading Acacia Pharma to request Cosmo to prioritize the BYFAVO processing schedule during a time when its facility would typically be closed. The agreement to amend the timing for this payment was reached in consideration for Cosmo modifying its production schedule and expediting its packaging and labelling production for BYFAVO.

Acacia Pharma is preparing to launch BYFAVO in the US as soon as possible in the coming weeks.

"We are very excited to be able to bring BYFAVO to the US market," commented Mike Bolinder, Acacia Pharma’s CEO. "We are grateful to Cosmo for their flexibility and enthusiastic support to help us expedite the supply of BYFAVO into the US supply chain. We look forward to confirming the launch of BYFAVO in the coming weeks as it becomes available to physicians and their patients in the US."

Payment will be settled by the Company issuing new ordinary shares in the share capital of the Company (the "New Ordinary Shares") to Cosmo, at an issue price of €2.381 (being the 15-day volume weighted average price of the Company’s shares prior to the date of the Amendment Agreement). Listing and admission to trading of the New Ordinary Shares on Euronext Brussels remains, in accordance with the Investment Agreement, conditional upon the necessary regulatory approvals being obtained from the FCA and the Belgian FSMA. A further announcement will be made once approval has been obtained and admission of the New Ordinary Shares to trading on the regulated market of Euronext Brussels has become effective.

The New Ordinary Shares will rank pari passu in all respects with the Company’s existing ordinary shares in issue.

Following the issue of the New Ordinary Shares, the Company’s total issued share capital will comprise 89,597,951 ordinary shares with one voting right per share. The Company does not hold any ordinary shares in treasury. Therefore the total number of voting rights in the Company will be 89,597,951.

Following the issue of the New Ordinary Shares to Cosmo, Cosmo will hold 19,600,098 ordinary shares in the Company, representing a shareholding of 21.88% of the Company’s issued ordinary share capital.

On December 15, 2020 TG Therapeutics, Inc. (NASDAQ: TGTX), a biopharmaceutical company developing medicines for patients with B-cell mediated diseases ("the Company"), reported the pricing of an underwritten public offering of 6,320,000 shares of common stock at a public offering price of $43.50 per share (Press release, TG Therapeutics, DEC 15, 2020, View Source [SID1234572816]). Gross proceeds to the Company from the offering are expected to be approximately $275,000,000 before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. In addition, the Company has granted the underwriters a 30-day option to purchase up to an additional 948,000 shares of common stock in connection with the offering. All shares are being sold by the Company. The offering is expected to close on December 17, 2020, subject to the satisfaction of customary closing conditions. The offering was upsized from the previously announced offering size of approximately $200,000,000 of common stock.

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The Company anticipates using net proceeds from the offering to fund the continued development of ublituximab and umbralisib, the potential in-license, acquisition, development and commercialization of other pharmaceutical products, and for general corporate purposes.

J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Evercore Group L.L.C., and Cantor Fitzgerald & Co. are acting as joint book-running managers for the proposed offering. B. Riley Securities, Inc., H.C. Wainwright & Co., LLC, and Ladenburg Thalmann & Co. Inc. are acting as co-managers for the offering.

The shares of common stock described above are being offered by the Company pursuant to its automatically effective shelf registration statement previously filed with the SEC on September 5, 2019. A preliminary prospectus supplement and accompanying prospectus relating to and describing the terms of the offering has been filed with the SEC and is available on the SEC’s web site at www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus, when available, may also be obtained from J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at (866) 803-9204, or email: [email protected]; Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing [email protected]; Evercore Group L.L.C, Attention: Equity Capital Markets, 55 East 52nd Street, 37th Floor, New York, NY 10055, by telephone at (888) 474-0200, or email: [email protected]; and Cantor Fitzgerald & Co., Attention: Capital Markets, 499 Park Ave., 6th Floor, New York, New York 10022, by email: [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

On December 15, 2020 Clarity Pharmaceuticals, a clinical stage radiopharmaceutical company focused on the treatment of serious disease, reported that it has completed a capital raising of $25,000,410 (Press release, Clarity Pharmaceuticals, DEC 15, 2020, View Source [SID1234572814]).

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Dr Alan Taylor, Executive Chairman of Clarity Pharmaceuticals, commented, "It has been a pivotal year for Clarity with numerous critical milestones achieved in the development of our main products, advancement of our platform, as well as accelerated corporate and strategic activities despite facing an unprecedented global environment.

"The money raised will enable us to keep the momentum from 2020 going and provide financial resources to progress the following important initiatives:

SARTATE
Progress the Cu-64/Cu-67 SARTATE Neuroblastoma trial at the Memorial Sloan Kettering Cancer Center in children with neuroblastoma;
Expand the Cu-64/Cu-67 SARTATE Neuroblastoma trial to additional clinical sites across the US with the ultimate goal of developing better treatment options for children with cancer; and
Commence patient recruitment in Phase II Cu-64 SARTATE Neuroendocrine trial.
SAR-Bombesin
Progress and expand the Cu-64 BOmbesin in Breast CAncer Trial (C-BOBCAT) led by A/Prof Louise Emmett, Director of Theranostics and Nuclear Medicine, at St Vincent’s Hospital in Sydney with an aim of developing better treatment options to women with metastatic breast cancer, an area currently with a high unmet need;
Expand the C-BOBCAT trial to include prostate cancer patients; and
Seek US Food and Drug Administration’s (FDA) approval for an Investigational New Drug (IND) Application.
SAR-bisPSMA
Commence a clinical trial in the US for Cu-64/Cu-67 SAR-bisPSMA (theranostic) and in Australia for Cu-64 SAR-bisPSMA (diagnostic) to build on the promising pre-clinical data with the help of an internationally recognised team of key opinion leaders in the prostate cancer field; and
Seek US FDA approval for an IND Application.
Develop new targeted theranostic products for a broad range of cancer types, utilising Clarity’s SAR Technology Platform and the Cu-64/Cu-67 pairing."
Dr Taylor continued, "Clarity has a strong focus on getting its lead product SARTATE to market, supported by the US FDA granting both Cu-67 SARTATE and Cu-64 SARTATE Orphan Drug Designations and Rare Paediatric Disease Designations for the treatment and clinical management of neuroblastoma, as well as developing the copper platform in large and unmet clinical indications."

"It has been a very exciting year for Clarity" Dr Taylor added. "We would like to sincerely thank our long-term shareholders for their continued support of Clarity, as well as welcome and thank a broad range of new shareholders including institutions, family offices, high net-worth individuals and others who wanted to be part of the Clarity story. We would also like to thank Blue Ocean Equities for their contribution in assisting us with the capital raise."

On December 14, 2020 Oncternal Therapeutics, Inc. (Nasdaq: ONCT), a clinical-stage biopharmaceutical company focused on the development of novel oncology therapies, reported the closing of its previously announced public offering on a firm commitment basis of 19,161,667 shares of common stock of the Company, including the exercise in full by the underwriter of its option to purchase an additional 2,495,000 shares of common stock, at a price to the public of $4.50 per share, less underwriting discounts and commissions (Press release, Oncternal Therapeutics, DEC 14, 2020, View Source [SID1234576291]).

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H.C. Wainwright & Co. acted as the sole book-running manager for the offering.

The gross proceeds to Oncternal, before deducting underwriting discounts and commissions and offering expenses were approximately $86.2 million. The Company intends to use the net proceeds from this offering for general corporate purposes, including expenses related to the clinical and preclinical development of cirmtuzumab and TK216, preclinical development of its ROR1 CAR-T program, and for working capital.

The shares of common stock were offered by Oncternal pursuant to a "shelf" registration statement on Form S-3 (File No. 333-222268) previously filed with the Securities and Exchange Commission (the "SEC") on December 22, 2017 and declared effective by the SEC on January 5, 2018. The offering of the shares of common stock was made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the shares of common stock offered has been filed with the SEC and is available on the SEC’s website at View Source." target="_blank" title="View Source." rel="nofollow">View Source Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, on the SEC’s website at View Source or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (646) 975-6996 or e-mail at [email protected].

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.