On December 29, 2023 TiumBio Co., Ltd. (KOSDAQ: 321550), a clinical-stage biopharmaceutical company focusing on discovering and developing innovative therapeutics for patients with rare and incurable diseases, reported the completion of a stock financing of 2,320,185 shares of its convertible preferred shares at a price of KRW 8,620 per share in a private placement (Press release, TiumBio, DEC 29, 2023, View Source [SID1234638841]). TiumBio sold the stock to SK Chemicals Co., Ltd. securing 20 billion won to fund its development of lead pipeline assets.

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With a financing of convertible bonds of 18.5 billion won closed in October this year, TiumBio now has approximately 40 billion won ($31 million) in cash and available-for-sale securities, which is expected to fund operations into 2025.

TiumBio was spun off and founded by Hun-taek Kim, who served as the head of Innovation R&D Center at SK Chemicals. SK Chemicals boasts a rich history of more than 30 years in researching and developing novel drugs.

The funds will be primarily allocated to support its clinical programs that include a Phase 2 trial of merigolix, a once-daily, oral gonadotropin-releasing hormone (GnRH) receptor antagonist, in endometriosis, and a Phase 1b trial of TU2218, a first-in-class oral immune-oncology therapy targeting TGF-β and VEGF, in combination with pembrolizumab, and a Phase 1 trial of TU7710, a recombinant protein designed to treat people with hemophilia who have inhibitors.

"With investors believing in our vision for developing breakthrough therapies, we are committed to patients who suffer from incurable diseases," said Hun-taek Kim, Ph.D., MBA, Founder and CEO at TiumBio. "we look forward to sharing results with all stakeholders from the ongoing Phase 2 trial in endometriosis and the Phase 1b trial of TU2218 in advanced solid tumors, expected in the first half of 2024," he added.

On December 29, 2023 Arrowhead Pharmaceuticals, Inc. (NASDAQ: ARWR) reported that as an inducement to entering into employment with the Company, on December 28, 2023, the Company’s Board of Directors approved "inducement" grants to 32 new employees under Rule 5635(c)(4) of the NASDAQ Listing Rules (Press release, Arrowhead Pharmaceuticals, DEC 29, 2023, View Source [SID1234638840]). The grants entitle employees, in aggregate, to receive up to 53,700 restricted stock units. The grants are outside the Company’s stockholder-approved equity incentive plans and vest annually over four years.

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On December 29, 2023 Fortress Biotech, Inc. (Nasdaq: FBIO) ("Fortress" or "Company"), an innovative biopharmaceutical company focused on efficiently acquiring, developing and commercializing or monetizing promising therapeutic products and product candidates, reported that it has entered into a definitive agreement for the issuance and sale of 3,303,305 shares of its common stock and warrants to purchase up to 3,303,305 shares of common stock at a combined offering price of $3.33 per share of common stock and accompanying warrant priced at-the-market under Nasdaq rules (Press release, Fortress Biotech, DEC 29, 2023, View Source [SID1234638839]). The warrants have an exercise price of $3.21 per share, are immediately exercisable, and will expire five years following the date of issuance.

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The gross proceeds from the offering, before deducting the placement agent’s fees and other offering expenses, are expected to be approximately $11.0 million. Fortress expects to use the net proceeds from the offering for its operations, including, but not limited to, general corporate purposes, which may include research and development expenditures, clinical trial expenditures, license or acquisition of new products, and working capital.

Roth Capital Partners is acting as exclusive placement agent for the offering. The offering is expected to close on or about January 3, 2024, subject to the satisfaction of customary closing conditions.

The securities described above are being offered pursuant to a registration statement on Form S-3 (File No. 333-258145), which was declared effective by the Securities and Exchange Commission (the "SEC") on July 30, 2021. The offering is being made only by means of a prospectus which is a part of the effective registration statement. A final prospectus supplement and the accompanying prospectus relating to the registered direct offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Additionally, when available, electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained from Roth Capital Partners, LLC at 888 San Clemente Drive, Newport Beach, CA 92660, or by phone at (800) 678-9147 or email at [email protected].

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there by 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.

On December 29, 2023, Lexicon Pharmaceuticals, Inc., a Delaware corporation (the "Company") reported to have entered into an Open Market Sale AgreementSM (the "Agreement") with Jefferies LLC, as sales agent ("Jefferies"), pursuant to which the Company may offer and sell, from time to time, through Jefferies (the "public offerings"), shares of its common stock, par value $0.001, having an aggregate sales price of up to $75,000,000 (the "Shares") (Filing, 8-K, Lexicon Pharmaceuticals, DEC 29, 2023, View Source [SID1234638836]).

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The Company is not obligated to sell any Shares under the Agreement. Subject to the terms and conditions of the Agreement, Jefferies will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable laws and regulations to sell Shares from time to time based upon the Company’s instructions, including any price, time or size limits specified by the Company, subject to certain limitations. Under the Agreement, Jefferies may sell the Shares by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the "Securities Act"), including block transactions, sales made directly on the Nasdaq Global Select Market or sales made into any other existing trading market of the Company’s common stock.

The Shares will be issued pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-258564), filed August 6, 2021 and effective as of September 14, 2021. The Company filed a prospectus supplement with the U.S. Securities and Exchange Commission on December 29, 2023 in connection with the offer and sale of the Shares pursuant to the Agreement.

The Company will pay Jefferies a commission equal to 3.0% of the gross proceeds from each sale of Shares, reimburse legal fees and disbursements and provide Jefferies with customary indemnification and contribution rights. The Agreement will terminate as set forth in the Agreement.

An affiliate (the "Covered Stockholder") of Invus, L.P., the Company’s largest stockholder, has the right, pursuant to the Company’s Fifth Amended and Restated Certificate of Incorporation, in connection with any sales made pursuant to the Agreement to concurrently purchase a number of shares of the Company’s common stock sufficient to maintain its proportionate ownership interest in the Company after giving effect to such sales; provided, however, that in any given year, the Covered Stockholder may not exercise such right unless and until the Company has otherwise issued, in the aggregate, common stock pursuant to sales under the Agreement in an amount greater than two percent of the Company’s issued and outstanding common stock measured as of December 31 of the preceding year. Should the Covered Stockholder choose to exercise such right, the Company expects that any shares sold to the Covered Stockholder pursuant thereto would occur in a concurrent private placement exempt from the registration requirements of the Securities Act, at the same price as the price to the public for the corresponding sales made under the Agreement (a "concurrent private placement" and, together with the public offerings, an "offering").

The Company intends to use the net proceeds from any offerings, if any, (i) to fund the commercial launch of INPEFA (sotagliflozin), (ii) to fund the continued research and development of its drug candidates and (iii) for working capital and other general corporate purposes.

The foregoing description of the Agreement in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 1.1 hereto and is incorporated herein by reference.

Vinson & Elkins L.L.P., counsel to the Company, has issued a legal opinion relating to the validity of the Shares being offered pursuant to the Agreement. A copy of such legal opinion, including the consent included therein, is filed as Exhibit 5.1 to this Current Report on Form 8-K and is incorporated herein by reference.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any Shares under the Agreement nor shall there be any sale of such Shares in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

On December 29, 2023 Enveric Biosciences (NASDAQ: ENVB) ("Enveric" or the "Company"), a biotechnology company dedicated to the development of novel neuroplastogenic small-molecule therapeutics for the treatment of depression, anxiety, and addiction disorders, reported that it has entered into agreements with certain holders of its existing warrants exercisable for 1,122,000 shares of the Company’s common stock, in the aggregate, to exercise their warrants at a reduced exercise price of $1.37 per share, in exchange for new warrants as described below (Press release, Enveric Biosciences, DEC 29, 2023, View Source [SID1234638835]). The aggregate gross proceeds from the exercise of the existing warrants is expected to total approximately $1.8 million, before deducting financial advisory fees. The reduction of the exercise price of the existing warrants and the issuance of the new warrants was structured as an at-market transaction under Nasdaq rules.

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Roth Capital Partners is acting as the Company’s financial advisor for this transaction.

The shares of common stock issuable upon exercise of the warrants are registered pursuant to a registration statement on Form S-3 (File No. 333-257690) which was declared effective by the Securities and Exchange Commission (SEC) on July 9, 2021 and a registration statement on Form S-3 (File No. 333-266579) which was declared effective by the SEC on August 11, 2022.

In consideration for the immediate exercise of the warrants for cash and the payment of $0.125 per share underlying the new warrants, the exercising holders will receive new warrants to purchase shares of common stock in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"). The new warrants will be exercisable into an aggregate of up to 2,244,000 shares of common stock, at an exercise price of $1.37 per share and have a term of exercise equal to five years. The securities offered in the private placement have not been registered under the Securities Act, or applicable under state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. As part of the transaction, the Company has agreed to file a resale registration statement on Form S-3 with the Securities and Exchange Commission within 10 days of the closing to register the resale of the shares of common stock underlying the new warrants issued in the private placement.

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