SCYNEXIS Announces Closing of $85 Million Public Offering of Common Stock, Pre-Funded Warrants and Warrants

On December 22, 2020 SCYNEXIS, Inc. (Nasdaq: SCYX) reported the closing of its previously announced underwritten public offering of common stock, pre-funded warrants and warrants (Press release, Scynexis, DEC 22, 2020, View Source [SID1234573210]). The shares and warrants were sold at a public offering price of $6.25 per share and accompanying warrants, and the pre-funded warrants were sold at a public offering price of $6.249 per pre-funded warrant and accompanying warrants. The total gross offering proceeds to SCYNEXIS from this offering were $85.0 million, before deducting the underwriting discount and other estimated offering expenses, and excluding the exercise of any pre-funded warrants or warrants. All of the shares of common stock, pre-funded warrants and warrants were offered by SCYNEXIS.

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At closing, SCYNEXIS issued 8,340,000 shares of its common stock, pre-funded warrants to purchase 5,260,000 shares of common stock, and two series of warrants to purchase an aggregate of 13,600,000 additional shares of its common stock. The pre-funded warrants were issued to certain purchasers who have elected to purchase them in lieu of shares of common stock in this offering, as those purchasers would otherwise have exceeded 19.99% (or such lesser percentage as required by the investor) beneficial ownership of SCYNEXIS common stock immediately following the offering. The shares of common stock, pre-funded warrants and warrants were issued separately. The Series 1 warrants to purchase up to 6,800,000 shares of common stock have a one-year term and an exercise price of $7.33 per share, and the Series 2 warrants to purchase up to 6,800,000 shares of common stock have a three-and-a-half-year term and an exercise price of $8.25 per share. The pre-funded warrants and the warrants in each series are exercisable immediately. The warrants were certificated and are being delivered to the investors by physical delivery following the closing. There is no established public trading market for the pre-funded warrants or the warrants, and SCYNEXIS does not expect a market to develop.

Guggenheim Securities, LLC and Cantor Fitzgerald & Co. served as joint book-running managers for the offering. Ladenburg Thalmann & Co. Inc. and National Securities Corporation, a wholly owned subsidiary of National Holdings, Inc. (NASDAQ: NHLD), acted as co-lead managers for the offering. Brookline Capital Markets, a division of Arcadia Securities, LLC, and WBB Securities LLC acted as co-managers for the offering.

A shelf registration statement relating to the securities being sold in this offering was filed with the U.S. Securities and Exchange Commission (the "SEC") on September 11, 2020, and was declared effective on October 1, 2020. The offering was made only by means of a preliminary and final prospectus supplement and accompanying prospectus. Copies of the preliminary and final prospectus supplements and accompanying prospectus relating to the proposed public offering may be obtained by contacting: Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison, 8th Floor, New York, NY 10017, or by telephone at (212) 518-9658, or by email to [email protected]; or Cantor Fitzgerald & Co., Attn: Capital Markets, 499 Park Avenue, 6th floor, New York, NY 10022; mail: [email protected]. The final terms of the offering were disclosed in the final prospectus supplement filed with the SEC.

This press release shall 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 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.

In connection with the offering SCYNEXIS terminated its Controlled Equity OfferingSM Sales Agreements with Cantor Fitzgerald & Co. and Ladenburg Thalmann & Co. Inc.

Chi-Med to Present at the 39th Annual JP Morgan Healthcare Conference

On December 22, 2020 Hutchison China MediTech Limited ("Chi-Med") (Nasdaq/AIM: HCM) reported that Christian Hogg, Chief Executive Officer, will present at the 39th Annual JP Morgan Healthcare Conference taking place virtually on Monday January 11, 2021 at 8 a.m. EST (1 p.m. GMT / 9 p.m. HKT) (Press release, Hutchison China MediTech, DEC 22, 2020, https://www.chi-med.com/chi-med-to-present-at-the-39th-annual-jp-morgan-healthcare-conference/ [SID1234573194]).

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The presentation will be webcast live and can be accessed at www.chi-med.com in the Shareholder Information section under "Events, Circulars & Forms." Investors interested in listening to the live webcast should log on before the start time to download any software required. A replay of the event will be available shortly thereafter, for 90 days.

Cyclacel Pharmaceuticals Announces at-the-market $7 Million Strategic Investment by Fundamental Investor Acorn Bioventures

On December 22, 2020 Cyclacel Pharmaceuticals, Inc. (NASDAQ: CYCC, NASDAQ: CYCCP; "Cyclacel" or the "Company"), a biopharmaceutical company developing innovative medicines based on cancer cell biology, reported it has entered into a definitive securities purchase agreement with Acorn Bioventures, LP, a biotech-focused fundamental investor (Press release, Cyclacel, DEC 22, 2020, View Source [SID1234573211]).

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Under the agreement, Acorn Bioventures has agreed to purchase in a registered direct offering 485,912 shares of common stock and 237,745 shares of newly designated Series B Preferred Stock (convertible into shares of common stock at a ratio of 1:5), and in a concurrent private placement, warrants to purchase 669,854 shares of common stock, for aggregate gross proceeds of approximately $7 million. The offering is priced at-the-market pursuant to the rules of The Nasdaq Stock Market. The warrants will be exercisable beginning twelve months following the date of issuance, will expire on the five-year anniversary of the date of issuance, and have an exercise price of $4.13 per share.

Cyclacel intends to use substantially all of the net proceeds of approximately $6.9 million from the registered direct offering and concurrent private placement to rapidly advance clinical development of CYC140, a Polo-like-kinase 1 (PLK1) inhibitor.

"We are very pleased to support Cyclacel as they continue to progress clinical development of their clinical-stage assets for patients with various types of cancer," commented Anders Hove, MD and Isaac Manke, PhD, of Acorn Bioventures. "Cyclacel’s value proposition focuses on fadraciclib, a CDK2/9 inhibitor, which has shown promising clinical activity and safety profile in patients with advanced cancers and CYC140, a PLK1 inhibitor. Extensive preclinical data support clinical investigation of CYC140 in a broad range of liquid and solid tumors."

"Acorn’s philosophy is centered on achieving long-term investment returns after evaluating the scientific and clinical merits of novel medicines," said Spiro Rombotis, President & Chief Executive Officer of Cyclacel. "We are excited by the prospect that our two internally-discovered molecules, fadraciclib and CYC140, can move forward in parallel. Our clinical development program will evaluate both agents across a broad spectrum of hematological and solid tumor types with the aim of offering novel alternatives to patients with unmet medical needs."

The common stock is being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-231923), previously filed with the Securities and Exchange Commission ("SEC") on June 3, 2019 and declared effective on June 21, 2019. Such shares of common stock are being offered only by means of a prospectus supplement. A prospectus supplement and the accompanying prospectus relating to the registered direct offering may be obtained, when available, on the SEC’s website at View Source or by contacting Cyclacel Pharmaceuticals, Inc.

The warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Rule 506(b) of Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from registration requirements of the Act and such applicable state securities laws.

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 an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

GENPREX, INC. ANNOUNCES $12 MILLION
REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES, WITHOUT WARRANTS

On December 22, 2020 Genprex, Inc. (Nasdaq: GNPX) ("Genprex" or the "Company"), a clinical-stage gene therapy company focused on developing life-changing therapies for patients with cancer and diabetes, reported it has entered into a securities purchase agreement with a single healthcare-dedicated institutional investor for the purchase and sale of 3,116,884 shares of its common stock at a purchase price of $3.85 per share in a registered direct offering priced at-the-market under Nasdaq rules (Press release, Genprex, DEC 22, 2020, View Source [SID1234573228]). No warrants will be issued in connection with the transaction. The closing of the offering is expected to occur on or about December 24, 2020, subject to the satisfaction of customary closing conditions.

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A.G.P./Alliance Global Partners is acting as sole placement agent for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-239134) previously filed with the U.S. Securities and Exchange Commission (the "SEC"). A prospectus supplement describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC’s website located at View Source Electronic copies of the prospectus supplement may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected]. Before investing in this offering, interested parties should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that the Company has filed with the SEC that are incorporated by reference in such prospectus supplement and the accompanying prospectus, which provide more information about the Company and such offering.

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.

Neomorph, Inc. Announces $109 Million Series A Financing to Advance Proprietary Protein Degradation Platform and Programs

On December 22, 2020 Neomorph reported a $109 million Series A financing to advance a proprietary targeted protein degradation platform and specific programs (Press release, Neomorph, DEC 22, 2020, View Source [SID1234627533]). Deerfield Management Company established Neomorph earlier this year with scientific founders Phil Chamberlain, DPhil; Eric Fischer, PhD; Benjamin Ebert, MD, PhD; and Scott Armstrong, MD, PhD.

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The founding management team comprises pharmaceutical veterans with deep industry knowledge in targeted protein degradation drug discovery. Led by Dr. Chamberlain as President and Chief Scientific Officer, Neomorph has recruited top industry talent who have made major contributions to the field, including: Rohan Beckwith, PhD; Gang Lu, PhD; Mary Matyskiela, PhD; Ben Wen, PhD; and Samer Chmait.

Targeted protein degradation offers opportunities to develop novel therapeutics across a broad range of disease areas, including oncology. Strategies for protein degradation have been shown to solve critical problems in drug discovery by enabling researchers to target previously "undruggable" proteins that lack suitable binding pockets required for conventional drug activity.

Of particular note, Neomorph’s founders are responsible for several fundamental scientific developments in the "molecular glue" field. Molecular glues are types of molecules that encourage proteins to come together that normally would not interact. Neomorph plans to build on the collective pivotal research findings of the team to advance the technology of targeted protein degradation and solve critical problems in human health.

"Having the ability to achieve this milestone during these unprecedented times is a testament to Neomorph’s capabilities in the protein degradation and molecular glue space," said Dr. Fischer, who is also an Associate Professor in the Department of Biological Chemistry and Molecular Pharmacology at Harvard Medical School and an Independent Investigator at the Dana-Farber Cancer Institute. "I am humbled to be a part of a team poised to make real strides in advancing the science. We believe we are in an excellent position to take our technology to the next level with the ultimate goal of delivering transformative treatments to patients in need."

"The Neomorph team has deep expertise in pharmacological approaches to targeted protein degradation and we are excited to be developing new therapeutics for patients with diseases that are currently difficult to treat," said Dr. Armstrong, who is also David G. Nathan, MD, Professor of Pediatrics at Harvard Medical School and the Dana-Farber Cancer Institute.

Utilizing Deerfield seed funding and operational support since the first quarter of 2020, Neomorph has established a research site in San Diego at the Genesis Science Center in Sorrento Mesa, California. This Series A financing will position Neomorph to further develop its platform, advance lead programs, and expand the research team.

"As a drug strategy, protein degradation has enormous potential as it leverages the cell’s natural system for clearing unwanted or damaged proteins," said Deerfield Partner Cameron Wheeler, PhD. "We believe there continues to be a significant opportunity in protein degradation, in particular as it relates to the glue space. Neomorph is in an exceptional position and couldn’t have a more seasoned and knowledgeable team in place to interrogate and advance drug targets. The Company’s success could potentially lead to life-altering therapies."

Neomorph will benefit from a close collaboration with the Center for Protein Degradation at Dana Farber Cancer Institute. With its investment, this expands Deerfield’s commitment in the space given the firm’s longstanding partnership and collaboration with Dana Farber Cancer Institute.