On August 15, 2022 Vivesto AB, an oncology-focused specialty pharmaceutical company, reported to note the announcement this morning by Inceptua AB, that it has launched Apealea (paclitaxel micellar) in Germany (Press release, Vivesto, AUG 15, 2022, View Source [SID1234618299]).

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Vivesto signed a global strategic partnership with US-based Elevar Therapeutics ("Elevar") for the commercialization of Apealea in March 2020 which is now being launched in Germany through Elevar’s European partner Inceptua AB ("Inceptua").

On On August 14, 2022, Athenex, Inc. (the "Company") reported that entered into a Limited Waiver (the "Waiver") under the Revenue Interest Purchase Agreement (the "RIPA") with affiliates of Sagard Healthcare Partners and funds managed by Oaktree Capital Management (together, the "Purchasers"), pursuant to which the Purchasers waived the obligation of the Company to wire the $7,500,000 held in a segregated account (the "Segregated Funds") to Oaktree Fund Administration, LLC, as administrative agent (in such capacity, the "Administrative Agent") for the lenders (the "Lenders") under that certain Credit Agreement and Guaranty, dated as of June 19, 2020 by and among the Company, as borrower, the guarantors from time to time party thereto, the Administrative Agent and the Lenders (as amended, amended and restated, supplemented or otherwise modified from time to time, the "Credit Agreement") to be applied to the indebtedness under the Credit Agreement in accordance with the Credit Agreement. Accordingly, the Company has the right to use the Segregated Funds for its general corporate purposes (Filing, 8-K, Athenex, AUG 14, 2022, View Source [SID1234618478]).

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Also on August 14, 2022, the Company entered into the Sixth Amendment to the Credit and Guaranty Agreement (the "Sixth Amendment") with the Administrative Agent and the Lenders. Under the Sixth Amendment, the Lenders waived the Company’s obligation, if certain conditions in the RIPA and Credit Agreement had not been satisfied, to make an additional mandatory prepayment of the indebtedness under the Credit Agreement in the principal amount equal to $7,500,000, plus accrued and unpaid interest in respect of the principal amount being repaid and fees equal to 5% of the principal amount repaid, allocated as a 2.0% Exit Fee and 3.0% Prepayment Fee (each as defined in the Credit Agreement).

In addition, under the Sixth Amendment the Company agreed to, on or before September 30, 2022, make a mandatory prepayment in a principal amount equal to the amount by which $6,875,000 exceeds any mandatory prepayments made by the Company on or prior to September 30, 2022 from the proceeds of the sale of the Company’s China API business to TiHe Capital (Beijing) Co., Ltd. ("TiHe") in accordance with the Equity Purchase Agreement, dated as of July 7, 2022, by and between the Company and TiHe. If the sale to TiHe is not completed after September 30, 2022, the Company must make a mandatory prepayment of principal equal to $6,875,000 on September 30, 2022. However, any such mandatory prepayment shall be credited against any mandatory prepayments otherwise required in respect of the sale to TiHe. In addition to the mandatory prepayment of principal described in this paragraph, the Company must pay accrued and unpaid interest in respect of the principal amount being repaid plus fees equal to 5% of the principal amount being repaid, allocated as a 2.0% Exit Fee and 3.0% Prepayment Fee (each as defined in the Credit Agreement).

The foregoing summary of the Waiver and the Sixth Amendment do not purport to be complete and are qualified in their entirety by reference to the full text of the Waiver and the Sixth Amendment, copies of which are filed hereto as Exhibit 10.1 and Exhibit 10.2 and are incorporated herein by reference.

On August 13, 2022 UnogenBio reported the company has completed the angel financing of RMB 50 million in early January 2022. Invested exclusively by Lapam Capital headquartered in Beijing, the financing aims to support the technology layout of UnogenBio in multiple fields of innovative cancer treatment (Press release, Unogen Biotech, AUG 13, 2022, View Source [SID1234643978]).

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Established in 2021, UnogenBio is committed to developing anti-tumor drugs of world-class technology in order to satisfy unmet treatment needs. The entrepreneurial team of UnogenBio has full-chain and all-round success experiences from drug research and development to clinic. Ms. Fiona Yu, graduated from MIT, is the CEO of UnogenBio. With years of experience in business management and deep research in the development strategy of biotechnology, her book, The Success Code of Pharmaceutical Giants, is highly praised in the industry. With a passion for biotechnology, Fiona has co-founded UnogenBio with several senior scientific partners. Both CSO and CMO of the company served as executives at multinational pharmaceutical companies or the FDA. They have worked in the pharmaceutical industry for decades, and made innumerable achievements. At the present stage, the core assets of UnogenBio include two small molecule drugs of CD3 redirected multi antibodies (in study) and two small molecule drugs that turn cold tumors into hot tumors. Besides, the company is building a wholly new R&D platform and expanding its business lines actively. It will lay emphasis on the gamma-delta T cells and some innovative targets and technologies that are not available for producing drugs.

Lapam Capital is a leading venture capital institution in biological medicine industry in China. Lapam Capital, with a total size greater than RMB 6 billion, has four RMB funds and one dollar fund under its management, and owns the only special fund for biological medicine funded by the Social Security Fund of the People’s Republic of China so far. Focusing on investing in quality projects in the segments of innovative drugs and medical devices, Lapam Capital mainly invests in projects at the start-up, early and middle stages. By now, Lapam Capital has invested in over 50 innovative drug companies and over 10 innovative medical device companies, incubated and supported a large number of well-known pharmaceutical companies, including Betta Pharmaceuticals, RemeGen, Clover Biopharmaceuticals, Asieris Pharmaceuticals, Stemirna Therapeutics, Binhui Biopharm, ImmuneOnco, Biostar, Eyebright, and other star enterprises Multiple partners of Lapam Capital have over two decades of experience in research, development and management of international/domestic biological medicine industry, and are qualified for providing comprehensive value-added services to the invested enterprises.

According to Ms. Fiona Yu, it is UnogenBio’s great honor to receive trust and support from Lapam Capital. The excellent investment performance of Lapam Capital would be the best endorsement for a technology company at the start-up. Lapam Capital is not just our financial investor, and the industry resources and human relations it provides will make our future development easier and faster. For now, the company has completed its arrangements in USA, and is planning its domestic research and development platform actively and vigorously. Domestic scientists with a passion for innovative technology are welcome to join us to work together for the future of innovative medicine in China. –

Mr. Yu Zhihua, Chairman of Lapam Capital, believes that UnogenBio is a unique company. Although it is a newly-established company, it has a relatively whole team of senior experts in drug discovery, preclinical and clinical stages, considering R&D and operation. The company’s projects have fully considered product differentiation and advanced technologies, and have abilities in technical innovation and external resource integration. UnogenBio shows its own particular potential in team comprehensiveness and balance, as well as in foundation and direction of scientific researches. So we are optimistic about the future of UnogenBio.

On On August 12, 2022, Propanc Biopharma, Inc. (the "Company") reported that entered into a securities purchase agreement (the "GS Capital Purchase Agreement") with GS Capital Partners, LLC ("GS Capital"), pursuant to which GS Capital purchased a convertible redeemable note (the "GS Capital Note") from the Company in the aggregate principal amount of $93,000, such principal and the interest thereon convertible into shares of the Company’s common stock at the option of GS Capital (Filing, 8-K, Propanc, AUG 12, 2022, View Source [SID1234618484]). The transaction contemplated by the GS Capital Purchase Agreement closed on April 16, 2022. The GS Capital Note contains a $5,000 original issue discount. The Company intends to use the net proceeds ($88,000) from the GS Capital Note for general working capital purposes.

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The maturity date of the GS Capital Note is August 12, 2023 (the "Maturity Date"). The GS Capital Note shall bear interest at a rate of 8% per annum, which interest may be paid by the Company to GS Capital in shares of common stock, but shall not be payable until the GS Capital Note becomes payable, whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note is exchangeable for an equal aggregate principal amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. GS Capital is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of the GS Capital Note then outstanding into shares of the Company’s common stock (the "Common Stock") at a price for each share of Common Stock ("Conversion Price") of $0.0028 per share (the "Fixed Price"). However, in the event the Company’s Common Stock trades below $0.002 per share for more than five (5) consecutive trading days, then the Fixed Price shall be equal to $0.0013 per share. In the event of default, the Conversion Price shall be equal to 65% of the lowest trading price of the Common Stock as reported on the OTC Markets on which the Company’s shares are then traded or any exchange upon which the Common Stock may be traded in the future, for the ten prior trading days including the day upon which a Notice of Conversion is received by the Company. GS Capital is restricted from effecting a conversion if such conversion, along with other shares of the Company’s common stock beneficially owned by GS Capital, exceeds 4.99% of the outstanding shares of the Company’s Common Stock.

The GS Capital Note may be prepaid until 180 days from the issuance date. If the GS Capital Note is prepaid within 60 days of the issuance date, then the prepayment premium shall be 110% of the face amount plus any accrued interest, if prepaid after 60 days from the issuance date, but less than 91 days from the issuance date, then the prepayment premium shall be 115% of the face amount plus any accrued interest, if prepaid after 90 days from the issuance date, but less than 121 days from the issuance date, then the prepayment premium shall be 120% of the face amount plus any accrued interest, if prepaid after 120 days from the issuance date, then the prepayment premium shall be 130% of the face amount plus any accrued interest. So long as the GS Capital Note is outstanding, the Company covenants not to, without prior written consent from GS Capital, sell, lease or otherwise dispose of all or substantially all of its assets outside the ordinary course of business which would render the Company a "shell company" as such term is defined in Rule 144.

Pursuant to the terms of the GS Purchase Agreement, the Company paid GS Capital’s legal fees of $5,500.

Other than as described above, the GS Capital Note contains certain events of default, including failure to timely issue shares upon receipt of a notice of conversion, as well as certain customary events of default, including, among others, breach of covenants, representations or warranties, insolvency, bankruptcy, liquidation and failure by the Company to pay the principal and interest due under the GS Capital Note.

Upon the occurrence and during the continuation of certain events of default, interest shall accrue at a default interest rate of 24% per annum or, if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law.

In the event that the Company fails to deliver to GS Capital shares of Common Stock issuable upon conversion of principal or interest under the GS Capital Note, the penalty shall be $250 per day the shares are not issued beginning on the 4th day after the conversion notice was delivered to the Company. This penalty shall increase to $500 per day beginning on the 10th day.

The GS Note was issued, and any shares to be issued pursuant to any conversion of the note shall be issued in a private placement in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder.

On August 12, 2022 Terns Pharmaceuticals, Inc. ("Terns" or the "Company") (Nasdaq: TERN), a clinical-stage biopharmaceutical company developing a portfolio of small-molecule product candidates to address serious diseases, including oncology, obesity and non-alcoholic steatohepatitis (NASH), reported that it has agreed to sell, by way of an underwritten public offering, 12,250,000 shares of its common stock at a price of $2.42 per share and, to certain investors in lieu of common stock, pre-funded warrants to purchase 14,630,000 shares of common stock at a price of $2.4199 per pre-funded warrant, for expected aggregate gross proceeds of approximately $65.0 million, before deducting underwriting discounts and commissions and other offering expenses (Press release, Terns Pharmaceuticals, AUG 12, 2022, View Source [SID1234618432]). The purchase price per share of each pre-funded warrant represents the per share public offering price for the common stock, minus the $0.0001 per share exercise price of such pre-funded warrant. The offering is expected to close on August 16, 2022, subject to customary closing conditions. All of the securities are being offered by Terns.

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The offering was oversubscribed and led by new investors Fairmount and Venrock Healthcare Capital Partners and included participation from existing top-tier healthcare investors.

Cowen and Company, LLC is acting as lead book-running manager for the offering. UBS Securities LLC is also acting as a bookrunner for the offering.

Terns intends to use the net proceeds from the offering, together with existing cash and cash equivalents, as follows: (1) to initiate and complete one or more clinical studies in the United States and/or Europe to assess TERN-701 and advance the product candidate into Phase 2 clinical development in chronic myeloid leukemia; (2) to advance the clinical development of TERN-601 in obesity through the completion of Phase 2-enabling studies and initiate a Phase 2 clinical trial of TERN-601 in obesity; (3) to complete the ongoing Phase 2a DUET trial of TERN-501 as monotherapy and in combination with TERN-101 in NASH patients; and (4) for working capital and general corporate purposes.

The public offering is being made pursuant to a registration statement on Form S-3 previously filed with the Securities and Exchange Commission ("SEC"), which became effective on March 14, 2022. A prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at www.sec.gov. Copies of the prospectus supplement and accompanying prospectus relating to this offering, when available, may be obtained from Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at 1-833-297-2926 or by e-mail: [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 of these securities under the securities laws of any such state or other jurisdiction.