Entry Into a Material Definitive Agreement

On August 16, 2020, OncoSec Medical Incorporated (the "Company"), reported that it entered into a Securities Purchase Agreement (the "Purchase Agreement") with certain new and existing investors (the "Purchasers"), pursuant to which the Company agreed to issue and sell in a registered direct offering (the "Offering") an aggregate of 4,608,589 shares (the "Shares") of common stock of the Company, par value $0.0001 (the "Common Stock"), at an offering price of $3.25 per share, for gross proceeds of approximately $15 million before the deduction of placement agent fees and offering expenses (Filing, 8-K, OncoSec Medical, AUG 16, 2020, View Source [SID1234563737]). The Shares are being offered by the Company pursuant to a shelf registration statement on Form S-3 (File No. 333-233447), which was initially filed with the Securities and Exchange Commission (the "Commission") on August 23, 2019, amended on June 23, 2020, and was declared effective by the Commission on June 26, 2020, as supplemented by a prospectus supplement, dated August 17, 2020, relating to the Offering.

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The closing of the Offering is subject to satisfaction of customary closing conditions set forth in the Purchase Agreement and is expected to occur on or about August 19, 2020.

In addition, on August 16, 2020, the Company entered into an placement agency agreement (the "Placement Agreement") with ThinkEquity, a division of Fordham Financial Management, Inc. and Torreya Capital LLC (the "Placement Agents"), pursuant to which the Placement Agents agreed to serve as the exclusive placement agents for the Company, on a best efforts basis, in connection with the Offering. The Company has agreed to pay the Placement Agents and other financial advisors an aggregate cash fee equal to 8.0% of the gross proceeds received in the Offering.

The summaries of the Purchase Agreement and the Placement Agreement set forth above do not purport to be complete and are subject to and qualified in their entireties by reference to the text of such Purchase Agreement and Placement Agreement. A form of the Purchase Agreement is filed herewith as Exhibit 10.1, and a copy of the Placement Agreement is filed herewith as Exhibit 10.2. The Purchase Agreement and Placement Agreement include customary representations, warranties, closing conditions and covenants by the Company and the Purchasers.

OncoSec Medical Incorporated Announces Pricing of Public Offering

On August 16, 2020 OncoSec Medical Incorporated (NASDAQ: ONCS) (the "Company" or "OncoSec") reported that in connection with its previously announced offering of common stock, it has entered into purchase agreements for the purchase of an aggregate 4,608,589 shares of the Company at an offering price of $3.25 per share for aggregate gross proceeds of approximately $15 million, before placement agent fees and other offering expenses (Press release, OncoSec Medical, AUG 16, 2020, View Source [SID1234563709]). The offering is expected to close on or about August 19, 2020.

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The Company intends to use the net proceeds from this offering for clinical, regulatory, manufacturing and, if and when approved, potential commercial activities of its product candidates; research and development activities, including potential acquisitions and in-licensing; and other general corporate purposes.

ThinkEquity, a division of Fordham Financial Management, Inc., and Torreya Capital, LLC are acting as the exclusive placement agents for the offering.

All of the common stock in this offering were offered on a best efforts, any and all basis pursuant to an effective shelf registration statement on Form S-3 (File No. 333-233447). A prospectus supplement relating to the offering will be filed by the Company with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus may also be obtained from ThinkEquity, 17 State Street, 22nd Floor, New York, NY 10004, by telephone at (877) 436-3673, by email at [email protected].

This press release shall not constitute an offer to sell or a 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.

Ascentage Pharma Becomes a Constituent of Three Major Indexes Including Hang Seng Composite Index

On August 16, 2020 Ascentage Pharma (6855.HK), a globally focused, clinical-stage biotechnology company engaged in developing novel therapies for cancers, chronic hepatitis B (CHB), and age-related diseases, reported that the company has been selected as a constituent stock of the Hang Seng Composite Index (HSCI), the Hang Seng Hong Kong-Listed Biotech Index (HSHKBIO) and the Hang Seng Healthcare Index (HSHCI) in accordance with the quarterly adjustment results of the latest index series released by Hang Seng Indexes Company Limited, with effect from September 7th , 2020 (Press release, Ascentage Pharma, AUG 16, 2020, View Source [SID1234563690]).

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HSCI is one of the important indexes in the Hong Kong equity market. Adopting the free-float-adjusted market capitalization methodology, the HSCI can be used as a basis for index funds, mutual funds as well as performance benchmarks. It now has 485 component stocks. This index offers a comprehensive Hong Kong market benchmark that covers the top 95th percentile of the total market capitalization of companies listed on the Main Board of the Stock Exchange of Hong Kong. The HSHCI aims to reflect the overall performance of stocks listed in Hong Kong that are related to healthcare businesses. This adjustment adds 12 new constituent stocks. It now has 47 component stocks. The HSHKBIO reflects the overall performance of the biotech companies that are listed in Hong Kong. Six new constituent stocks are selected this time and total 43 high-quality biotech stocks including Ascentage Pharma are included. The aforesaid three indexes provide important references for the Hong Kong equity market. It is particularly noteworthy that five biotechnology companies including Ascentage Pharma listed under Chapter 18A of the Listing Rules are included in HSCI, reflecting that the capital market has paid attention to and recognized this sector. Ascentage Pharma is one of the two biotechnology companies selected as components of the aforesaid three indexes.

Ascentage Pharma was successfully listed in Hong Kong in October 2019 and became the first stock related to small molecule innovative drugs. The company has further advanced global clinical development after listing and made a number of R&D progresses. It submitted the first New Drug Application (NDA) in June this year, making another milestone and taking an important step from a R&D company to a listed company with products.

"The selection of Ascentage Pharma as a constituent stock of the abovementioned index series of Hang Seng Indexes Company Limited represents the capital market’s recognition of and confidence in the company’s business, stock liquidity and development prospects. Additionally, it is expected to be conducive in introducing more diversified investors for the company and to promote the company’s reputation in the capital market," said Dr. Dajun Yang, Chairman & CEO of Ascentage Pharma. "Leveraging our core competency in research and development as well as operation, we will continue to seize the major opportunities in the development of the biopharmaceutical industry. Furthermore, we are committed to providing safe and effective treatment options for global patients and endeavor to create value for shareholders."

Vaccinex Reports Second Quarter 2020 Financial Results and Provides Corporate Update

On August 14, 2020 Vaccinex, Inc. (Nasdaq: VCNX), a clinical-stage biotechnology company pioneering novel investigational antibody therapies in Huntington’s disease and cancer, reported financial results for the second quarter ended June 30, 2020 and provided a corporate update (Press release, Vaccinex, AUG 14, 2020, View Source [SID1234569919]).

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Pepinemab Clinical Updates:

Huntington’s Disease. The company’s ongoing SIGNAL clinical trial is evaluating its lead drug candidate, pepinemab, for the treatment of Huntington’s disease (HD). The company remains on track to complete the trial within the previously announced time frame. Subsequent to June 30, 2020, the last two patient treatment visits have been completed, and primary efficacy data has been collected from all subjects enrolled. The company continues to anticipate that topline data will be released by early October 2020.
Non-Small Cell Lung Cancer (NSCLC). CLASSICAL-Lung clinical trial. The CLASSICAL-Lung study is evaluating pepinemab in combination with the anti-PD-L1 checkpoint inhibitor BAVENCIO (avelumab) for the treatment of advanced (stage IIIB/IV) NSCLC. Near topline data for this trial presented at the virtual American Society of Clinical Oncology (ASCO) (Free ASCO Whitepaper) conference in late May 2020 suggested that immunotherapy naive and PD-L1 negative or low patients achieved higher response rates with the combination than with avelumab alone.
Head and Neck Cancer. The company is preparing to initiate a new study of pepinemab in combination with an anti-PD-1 checkpoint inhibitor to treat front line head and neck cancer. The Company expects to provide further details on this study in the third quarter of 2020.
Alzheimer’s Disease. After a delay caused by the COVID-19 pandemic, the company expects to initiate enrollment in a clinical trial of pepinemab in Alzheimer’s disease in September 2020.
Pepinemab is also being evaluated in multiple investigator-sponsored trials (ISTs) in additional indications including "window of opportunity" studies being conducted by the Winship Cancer Institute of Emory University to evaluate pepinemab in combination with checkpoint inhibitors in colorectal, pancreatic, head and neck cancer and melanoma.
Other Second Quarter and Recent Accomplishments:

Presented updated interim results from CLASSICAL-Lung), at the American Society of Clinical Oncology (ASCO) (Free ASCO Whitepaper) 2020 Annual Meeting and at the American Association for Cancer Research (AACR) (Free AACR Whitepaper) Virtual Annual Meeting.
Delivered a virtual presentation at the Advances in Alzheimer’s and Parkinson’s Therapies AAT-AD/PD Focus Meeting 2020 highlighting the potential of pepinemab to regulate glial cell activation and neurodegeneration in Alzheimer’s and Huntington’s disease.
"We are rapidly approaching a significant milestone for our company with top-line data from our potentially pivotal SIGNAL trial in Huntington’s disease expected by early October," stated Maurice Zauderer, Ph.D., president and chief executive officer of Vaccinex. "In parallel, we are exploring pepinemab’s potential utility in other slowly progressive neuroinflammatory and neurodegenerative diseases and anticipate commencing enrollment in a Phase 1/2 Alzheimer’s disease trial in September. We are very appreciative of financial support from both the Alzheimer’s Association and from the Alzheimer’s Drug Discovery Foundation to advance this important trial," Dr. Zauderer concluded.

Upcoming Expected Milestones:

Late September/Early October 2020 – Topline data expected from potentially pivotal SIGNAL Huntington’s disease study.
September 2020 – Anticipated enrollment of first patient in Alzheimer’s disease Phase 1/2 study.
Second half 2020 – Preparation expected to commence for Phase 2 study of pepinemab in combination with anti-PD-1 in head and neck cancer.
Financial Results for the Three Months Ended June 30, 2020:

Research and Development Expenses. Research and development expenses for the three months ended June 30, 2020 were $4.6 million, as compared to $7.3 million for the comparable period in 2019. This decrease was primarily attributable to decreases in expenses in the CLASSICAL-Lung and SIGNAL studies as patients have come off study.

General and Administrative Expenses. General and administrative expenses for the three months ended June 30, 2020 were $1.9 million, as compared to $1.5 million for the comparable period in 2019. The increase was due to increased stock-based compensation as a result of new option awards to employees and board members, as well as increased directors and officers insurance premiums.

Cash and Cash Equivalents and Marketable Securities. Cash and cash equivalents and marketable securities on June 30, 2020 were $0.5 million, as compared to $2.8 million on December 31, 2019. Subsequent to the end of the second quarter, the company raised total proceeds, net of discounts and commissions and before expenses, of approximately $19.8 million through four financing transactions: $6.9 million through its existing at-the-market (ATM) equity facility, $8.0 million through the sale of a senior secured convertible debenture, $4.0 million through a private placement transaction, and $300,000 through the company’s existing equity line of credit facility. The company also received $575,000 of the previously announced $750,000 grant from the Alzheimer’s Association under the 2020 Part the Cloud Program.

Results of Placing

On August 14, 2020 Acacia Pharma Group plc ("Acacia Pharma" or the "Company") (EURONEXT: ACPH), a commercial stage biopharmaceutical company focused on developing and commercializing novel products to improve the care of patients undergoing serious medical treatments such as surgery, invasive procedures, or chemotherapy, reported the successful completion of the placing announced yesterday (the "Placing") (Press release, Acacia Pharma, AUG 14, 2020, View Source [SID1234568515]).

Capitalised terms not otherwise defined in this announcement have the meanings given to them in the announcement made by the Company at 3 p.m. CEST yesterday afternoon.

Pursuant to the Placing, Placees have agreed to subscribe for 12,500,000 New Ordinary Shares at a price of EUR 2.00 per share (the "Placing Price"), which represents a 24.8% discount to the closing share price on 13 August 2020. The Placing will raise gross proceeds of approximately EUR 25,000,000. The New Ordinary Shares issued pursuant to the Placing represent 17.2% of the Company’s issued share capital prior to the Placing.

Jefferies International Limited ("Jefferies") and Guggenheim Securities, LLC ("Guggenheim Securities") are acting as Joint Global Coordinators and Joint Bookrunners and Bank Degroof Petercam SA/NV is acting as Joint Bookrunner and Listing Agent (Jefferies, Guggenheim Securities and Degroof Petercam, together the "Joint Bookrunners" or the "Banks") in connection with the Placing.

An application has been made to Euronext Brussels for admission of the New Ordinary Shares to trading on the regulated market of Euronext Brussels ("Admission"). It is expected that Admission will take place on or around 08.00 CEST on 18 August 2020 (or such later time or date as the Banks may agree with the Company) and that unconditional dealings in the New Ordinary shares issued pursuant to the Placing will commence at the same time. The Placing is conditional upon, inter alia, Admission becoming effective and the placing agreement between the Company and the Banks not being terminated in accordance with its terms.

Following Admission, the total number of ordinary shares in issue in the Company will be 85,279,729.

Mike Bolinder, CEO of Acacia Pharma, commented: "The Company has made exciting progress during 2020, with the approval of two products that we are preparing to commercialize in the US. BARHEMSYS and BYFAVO are both targeted at anesthesiologists and are designed to improve the rate at which patients recover from surgery or invasive procedures, reduce the incidence of secondary complications and hospital readmittances and improve healthcare economics through better patient throughput. These are important objectives given the many millions of patients that undergo such procedures in the US and the backlog in hospitals that has resulted from the coronavirus pandemic. This situation, which is compounded by a national shortage of existing drugs for postoperative nausea and vomiting and procedural sedation, presents a significant market opportunity for Acacia Pharma’s products.

We are delighted with the outcome of this successful fundraising, which has provided the funds to build and strengthen our US commercial team and execute the next steps of our commercialization strategy as we target the launches of both BARHEMSYS and BYFAVO later in 2020. We thank our current and new investors for their support and look forward to providing further updates over the coming months."

Acacia Pharma intends to use the net proceeds of the Placing to:

recruit an initial sales force of approximately 30, with an additional ten support staff;
pay marketing costs relating to BARHEMSYS and BYFAVO including brand development and engagement (both virtually and, where possible, in person) with key opinion leaders, healthcare professionals, and medical conference and speaker programmes;
implement post-approval research and development commitments including paediatric studies for BARHEMSYS and BYFAVO and a renal study for BARHEMSYS;
satisfy interest and capital payments under existing loan agreements; and
general corporate purposes relating to ongoing commercial activities as well as supplementing existing stock of both BARHEMSYS and BYFAVO.

In connection with the Placing, the Company has agreed, pursuant to a lock-up undertaking, not to issue additional shares for a period of 90 days following settlement of the Placing. In addition, in connection with the Placing, directors and senior managers of the Company and Cosmo Technologies Limited have agreed not to sell any shares in Acacia Pharma for a period of 90 days following the settlement of the Placing, subject to customary exceptions.

The payment and delivery of the New Ordinary Shares is expected to take place on 18 August 2020 and is conditional on the UK Financial Conduct Authority approving a prospectus in accordance with Prospectus Regulation (EU) 2017/1129 (the "Prospectus Regulation") in relation to the application for Admission. The New Ordinary Shares to be issued pursuant to the Placing will have the same rights and benefits as, and rank pari passu in all respects with, the Existing Ordinary Shares.

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