On July 18, 2025 MEI Pharma, Inc. (Nasdaq: MEIP) (the "Company" or "MEI") reported that it has entered into securities purchase agreements for a private investment in public equity (PIPE) for the purchase and sale of 29,239,767 shares of common stock (or pre-funded warrants in lieu thereof) at a price of $3.42 per share, for expected aggregate gross proceeds of approximately $100 million, before deducting placement agent fees and other estimated offering expenses (Press release, MEI Pharma, JUL 18, 2025, View Source [SID1234654468]). In connection with the closing of the transaction, MEI will appoint Charlie Lee to its Board of Directors (at which time current member Taheer Datoo will resign) and GSR as its digital asset and treasury management advisor to oversee the implementation of its Litecoin Treasury Strategy.

Charlie Lee and GSR acted as lead investors, alongside participation from the Litecoin Foundation as well as prominent crypto venture capital firms and infrastructure providers including MOZAYYX, ParaFi, Hivemind, Primitive, RLH Capital, Delta Blockchain & CoinFund, among others.

This transaction marks a significant milestone in MEI’s long-term strategic plan and establishes MEI as the first and only publicly traded company to adopt Litecoin as a treasury reserve asset. Litecoin (LTC) is a leading peer-to-peer cryptocurrency that was created by Charlie Lee in October 2011. It is often referred to as the "silver to Bitcoin’s gold" due to its similarities to Bitcoin. As one of the longest-running blockchains with 100% uptime since its inception, Litecoin has demonstrated a proven track record of growth and reliability with significant enterprise-grade use cases. By integrating Litecoin into its treasury operations, MEI gains access to a decentralized monetary asset that complements its cash management framework.

"Litecoin was designed to be fast, secure, and decentralized – and it’s exciting to see those principles now being embraced by a public company like MEI," said Charlie Lee, Creator of Litecoin. "This milestone not only reflects growing institutional confidence in LTC but also sets the stage for broader adoption in traditional capital markets."

"We’re thrilled to partner with MEI in building a thoughtful LTC-focused treasury strategy," said Josh Riezman, US Chief Strategy Officer of GSR. "Our goal is to help institutions unlock the long-term potential of digital assets while managing risk and maintaining flexibility. This treasury strategy is centered around a completely fair and fully decentralized digital asset with a nearly unparalleled track record as a store of value and means of payment.

"MEI is pleased to pioneer this innovative public company treasury strategy with GSR and Charlie Lee, the first to our knowledge in the biotech sector," said Frederick W. Driscoll, Chairman of the Board of MEI.

The closing of the PIPE is expected to occur on or about July 22, 2025, subject to the satisfaction of customary closing conditions. The Company intends to use the funds to acquire the native cryptocurrency of the Litecoin blockchain commonly referred to as "LTC", which will serve as the Company’s primary treasury reserve asset.

Titan Partners Group, a division of American Capital Partners, is acting as the sole placement agent in connection with the PIPE.

The offer and sale of the foregoing securities is being made in a private placement in reliance on an exemption from the registration requirement of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder, and applicable state securities laws. Accordingly, the securities offered in the private placement may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirement of the Securities Act and such applicable state securities laws. Concurrently with the execution of the securities purchase agreements, the Company and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the "SEC") registering the resale of the shares of common stock. Any offering of the Company’s Common Stock under the resale registration statement will only be made by means of a prospectus.

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.

The private placement is being conducted in accordance with applicable Nasdaq rules and was priced to satisfy the "Minimum Price" requirement (as defined in the Nasdaq rules).

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As previously disclosed, Salarius Pharmaceuticals, Inc. (the "Company") reported to have entered into an Agreement and Plan of Merger dated January 10, 2025, as previously amended by the First Amendment on March 28, 2025 and by the Second Amendment on June 10, 2025 (as amended, collectively, the "Merger Agreement") with Decoy Therapeutics MergerSub I, Inc., Decoy Therapeutics MergerSub II, LLC, and Decoy Therapeutics Inc. ("Decoy") (Filing, Salarius Pharmaceuticals, JUL 18, 2025, View Source [SID1234654455]). Under the Second Amendment, the relative ownership percentages of the combined company result in Company legacy stockholders retaining 7.6% and Decoy’s legacy stockholders retaining 92.4% of the combined company following completion of the merger, calculated on a fully-diluted basis before taking into account the dilutive effects of the required minimum $6.0 million qualified financing (the "Qualified Financing").

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On July 18, 2025, the Company entered into a Third Amendment to Agreement and Plan of Merger (the "Third Amendment") to allow certain holders of Decoy’s non-convertible promissory notes (the "Decoy Promissory Notes") to exchange such debt for shares of the Company’s newly created Certificate of Designation for Series B Non-Voting Convertible Preferred Stock ("Series B Preferred Stock") pursuant to note exchange agreements between the holders of Decoy Promissory Notes and Decoy (the "Note Exchange Agreements"). Except as set forth below, the terms of the Series B Preferred Stock are identical to the Series A Preferred Stock to be issued to Decoy stockholders and convertible noteholders at the closing of the Merger.

The number of common shares underlying the Series B Preferred Stock will be calculated by dividing the principal and interest owed to participating holders of Decoy Promissory Notes by the per share offering price in the Qualified Financing. Further, the Third Amendment provides that the number of shares of Company common stock underlying the Series A Preferred Stock to be issued to existing Decoy stockholders and convertible noteholders pursuant to the existing Exchange Ratio will be reduced on a one-for-one basis by the number of shares underlying the Series B Preferred Stock issued in exchange for the Decoy Promissory Notes. Accordingly, the relative percentage ownerships of the combined company (pre-Qualified Financing) will not change from those previously disclosed.

The Third Amendment also requires the Company to effectuate the Note Exchange Agreements, with the closing of such agreements to occur immediately following the closing of the Merger.

The Series B Preferred Stock is identical in all material respects to the previously disclosed Series A Non-Voting Convertible Preferred Stock of the Company, except for the following conversion and redemption provisions:

Optional/Mandatory Conversion: Upon the later of receipt of stockholder approval and the Company’s satisfaction of the initial listing standards of Nasdaq (the "Conversion Approval Date"), holders of Series B Preferred stock may convert any or all of their shares into Company common stock at the then existing conversion ratio. After the one-year anniversary of the Conversion Approval Date, the Series B Preferred Stock will automatically convert into shares of Company common stock at the same conversion ratio in effect as of the Conversion Approval Date.

Mandatory Redemption: Fifty percent (50%) of the net proceeds received by the Company from any post-closing drawdowns and/or sales under the Company’s At-the-Market Program with Ladenburg Thalmann & Co. Inc. or equity line of credit with and C/M Capital Master Fund, LP must be used to redeem outstanding shares of Series B Preferred Stock at the redemption price until all Series B Preferred Stock is fully redeemed.

Optional Redemption: The Company has the option to redeem all or any portion of the outstanding Series B Preferred Stock at any time following the closing of the merger upon seven days’ notice to the Holders.

Redemption Price: The redemption price per share of Series B Preferred Stock is the lower of: (i) the price per share offered to the public pursuant to the Company’s Registration Statement on Form S-1 (file no. 333-284368) multiplied by 1,000, or (ii) the product of 1,000 multiplied by the weighted average effective per share offering price of any subsequent Company offering of at least $2.0 million.

Similar to the Company’s Series A Preferred Stock, the Series B Preferred Stock will have a conversion ratio of 1,000 shares of common stock per preferred share, subject to adjustment, and will be subject to the same conversion restrictions, including the requirement for stockholder approval under The Nasdaq Stock Market LLC’s listing rule 5635 and the Company’s satisfaction of initial listing standards of Nasdaq.

Except as modified by The Third Amendment, the terms of the Merger Agreement remain in full force and effect.

The foregoing descriptions of Third Amendment and the Series B Preferred Stock are not complete and are qualified in their entirety by reference to the full text of Third Amendment and the Series B Preferred Stock, copies of which are filed as Exhibit 2.1 and Exhibit 2.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.

On July 18, 2025 Champions Oncology, Inc. (Nasdaq: CSBR), a leading provider of oncology-focused CRO services specializing in preclinical and clinical specialty testing, reported that its Board of Directors has appointed Rob Brainin as Chief Executive Officer and member of the Board of Directors, effective August 25, 2025 (Press release, Champions Oncology, JUL 18, 2025, View Source [SID1234654450]).

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Rob, who has served on Champions’ Board since 2021, will succeed Dr. Ronnie Morris, who has led the company as CEO since 2017. Dr. Morris will transition to the role of Executive Chair on August 25, supporting the leadership transition while remaining actively involved in the company’s strategic initiatives.

"I want to thank Ronnie for his outstanding leadership and vision since 2017, and I am thrilled he will continue to play an integral role as Executive Chair," said Joel Ackerman, Chairman of the Board, who will transition to a Director role. "As we expand beyond our core CRO services into a robust data offering, Rob’s expertise and track record of driving growth in innovative life sciences businesses make him the ideal leader to guide Champions through its next chapter."

Rob Brainin brings more than 25 years of experience in life sciences and technology, with a proven ability to scale and grow businesses built on cutting-edge science and data capabilities. He most recently served as Chief Business Officer at Veracyte, an oncology diagnostics company, and previously as CEO of Genuity Science, a company focused on genomics, data, and therapeutic discovery.

"I am honored and excited to join Champions at such a pivotal time," said Brainin. "The strength of Champions’ core CRO services provides a tremendous foundation to expand our emerging data platform and advance the pipeline of our discovery therapeutics subsidiary, Corellia AI. I look forward to working alongside this talented team to build on the company’s momentum and create value for our customers, employees, and shareholders."

Dr. Morris added, "I am incredibly proud of what we have accomplished together and the outstanding team we have assembled. I have complete confidence that Rob is the right leader to take Champions into its next phase of growth, and I look forward to supporting him and the team in realizing the company’s full potential."

As previously reported on Form 8-K filed on June 5, 2025 in regard to the exclusive license agreement (the "Agreement") between HCW Biologics Inc. (the "Company") and WY Biotech Co., Ltd. ("WY Biotech"), on May 29, 2025, WY Biotech notified the Company that it completed its due diligence to study the technical report delivered by the Company and elected to continue with the Agreement (Press release, HCW Biologics, JUL 18, 2025, View Source [SID1234654442]). As a result, WY Biotech is financially obligated to the Company, as detailed in the Agreement, as amended, including the obligation to pay a $7.0 million in upfront license fee. In order to accommodate WY Biotech’s timing in finalizing agreements with its CDMO and investors, as of July 13, 2025, the Company and WY Biotech agreed to extend the date for payment such that WY Biotech will provide confirmation of wiring of the $7.0 million license fee on or before September 30, 2025. The foregoing summary of certain terms of the Agreement and the referenced amendment does not purport to be complete.

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On July 18, 2025 ImCheck Therapeutics reported that the U.S. Food and Drug Administration (FDA) has granted Orphan Drug Designation (ODD) to its lead program, ICT01, a humanized anti-butyrophilin 3A (BTN3A) monoclonal antibody designed to selectively activate γ9δ2 T cells, for the treatment of acute myeloid leukemia (AML) (Press release, ImCheck Therapeutics, JUL 18, 2025, View Source [SID1234654441]). AML remains a significant clinical challenge, particularly for older or unfit patients who are not eligible for intensive chemotherapy.

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"Receiving FDA orphan drug designation for ICT01 is a significant recognition of ICT01’s innovative therapeutic potential to meet the urgent unmet medical needs of AML patients," said Stephan Braun, MD, PhD, Chief Medical Officer of ImCheck Therapeutics. "This important regulatory milestone reinforces our confidence that ICT01 will become the first immunotherapy for AML patients and supports our goal of rapidly advancing ICT01 into pivotal studies based on the unprecedented results observed in the clinic to date."

In an oral presentation at the 2025 ASCO (Free ASCO Whitepaper) Annual Meeting, ImCheck reported results from the Phase I/II EVICTION study, evaluating ICT01 in combination with azacitidine and venetoclax (Aza-Ven) in newly diagnosed AML patients unfit for intensive chemotherapy. Remarkably high remission rates and a positive overall survival signal were observed across a broad range of molecular subtypes, in particular those that are typically less responsive to Aza-Ven. The combination demonstrated a clinically well-manageable safety profile, with Grade ≥3 adverse events consistent with the expected hematological toxicity of Aza-Ven and AML itself.

"Orphan drug designation is a catalyst," added Pierre d’Epenoux, Chief Executive Officer of ImCheck Therapeutics. "It validates our regulatory strategy, de-risks and supports clinical development acceleration, and sends a strong signal about the unique potential of ICT01 to transform AML treatment as well as other solid tumor indications."

The FDA’s orphan drug designation is granted to drugs and biologics intended for the treatment, diagnosis, or prevention of rare diseases affecting fewer than 200,000 people in the United States. The designation is designed to encourage the development of therapies for underserved patient populations and offers benefits including tax credits for clinical trials, exemption from certain FDA fees, and up to seven years of marketing exclusivity upon approval. Additionally, the designation gives access to regulatory assistance for the drug development process.

About the medical need in AML

Acute myeloid leukemia (AML) remains a significant clinical challenge, particularly for older or unfit patients who cannot tolerate intensive chemotherapy. While the combination of venetoclax and azacitidine has become the standard non-intensive regimen, it is not curative and relapse rates remain high. Most patients are not eligible for stem cell transplantation, often due to age, comorbidities, or insufficient response, and face limited treatment options and poor overall survival. Despite AML’s known sensitivity to immune-mediated control, current immunotherapies targeting PD-1, TIM-3, or CD47 have not delivered meaningful clinical benefit. This underscores the urgent need for novel immuno-oncology approaches. Recently, γ9δ2 T cells, with their cytotoxic activity and unique dual role in both innate and adaptive immunity, have emerged as promising immune modulators. Their association with reduced relapse and prolonged survival, particularly in the post-transplant setting, suggests that enhancing their anti-leukemic potential could offer a meaningful new treatment option for high-risk AML patients.

About ICT01

ICT01 is a humanized, anti-BTN3A (also known as CD277) monoclonal antibody that selectively activates γ9δ2 T cells, which are responsible for immunosurveillance of malignancy and infections. The three isoforms of BTN3A targeted by ICT01 are overexpressed on many solid tumors (e.g., melanoma, urothelial cell, colorectal, ovarian, pancreatic, and lung cancer) and hematologic malignancies (e.g., leukemia and lymphomas) and also expressed on the surface of innate (e.g., γδ T cells and NK cells) and adaptive immune cells (T cells and B cells). BTN3A is essential for the activation of the anti-tumor immune response of γ9δ2 T cells.

As demonstrated by data presented at past AACR (Free AACR Whitepaper), ASCO (Free ASCO Whitepaper), ASH (Free ASH Whitepaper), ESMO (Free ESMO Whitepaper) and SITC (Free SITC Whitepaper) conferences, ICT01 selectively activates circulating γ9δ2 T cells leading to migration of γ9δ2 T cells out of the circulation and into the tumor tissue and triggers a downstream immunological cascade through secretion of pro-inflammatory cytokines, including but not limited to IFNγ and TNFα, further augmenting the anti-tumor immune response. Anti-tumor activity and efficacy of ICT01 have been shown in patients across several cancer indications.