Bausch Health Announces It Is Seeking A Refinancing Amendment To Its Existing Credit Agreement And Conditional Redemption Of Existing Senior Secured Notes

On February 19, 2020 Bausch Health Companies Inc. (NYSE/TSX: BHC) ("Bausch Health" or the "Company") reported that it is seeking to amend and refinance its existing credit agreement (the "Credit Agreement") in order to extend and reprice its existing term loan facility and revolving credit facility and make certain other amendments to the terms of the facilities in connection therewith (collectively, the "Credit Agreement Refinancing") (Press release, Bausch Health, FEB 19, 2020, View Source [SID1234554523]). Additionally, the Company intends, subject to market conditions, to have Bausch Health Americas, Inc. ("BHA"), a wholly-owned indirect subsidiary of the Company, issue $3.25 billion of secured debt securities (the "New Debt Securities").

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The proceeds of the Credit Agreement Refinancing and the offering of the New Debt Securities, along with cash on hand, are expected to be used to redeem in full the Company’s existing 6.500% Senior Secured Notes due 2022 (the "2022 Notes") and 7.000% Senior Secured Notes due 2024 (the "2024 Notes" and, collectively with the 2022 Notes, the "Existing Notes"), to refinance BHA’s outstanding term B loans under the Credit Agreement and to pay related fees, premiums and expenses.

The Company also announced that it issued today a conditional notice of redemption to redeem the full $3.25 billion aggregate principal amount of outstanding Existing Notes. The redemption of the Existing Notes will be conditioned upon the completion by the Company or its subsidiaries of one or more debt financings in an aggregate principal amount of at least $3.25 billion more than the amount necessary to refinance any existing term B loans outstanding under the Credit Agreement (the "Condition"). The Company intends to discharge the indenture governing the Existing Notes concurrently with satisfying such Condition.

A copy of the conditional notice of redemption with respect to the Existing Notes will be issued to the record holders of the Existing Notes. Payment of the redemption price and surrender of the Existing Notes for redemption will be made through the facilities of the Depository Trust Company in accordance with the applicable procedures of the Depository Trust Company on March 19, 2020, unless the Condition is not satisfied, in which case the redemption date will be delayed until the Condition is satisfied. The name and address of the paying agent are as follows: The Bank of New York Mellon Trust Company, N.A., c/o The Bank of New York Mellon; 111 Sanders Creek Parkway, East Syracuse, N.Y. 13057; Attn: Redemption Unit; Tel: (800) 254- 2826.

The foregoing transactions are subject to market and other conditions and are anticipated to close in the first quarter of 2020. However, there can be no assurance that the Company will be able to successfully complete the transactions, on the terms described above, or at all.

The New Debt Securities will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities law and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act and applicable state securities laws. The New Debt Securities have not been and will not be qualified for sale to the public by prospectus under applicable Canadian securities laws and, accordingly, any offer and sale of the securities in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws.

This news release is being issued pursuant to Rule 135c under the Securities Act and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Atara Biotherapeutics to Announce Fourth Quarter and Full Year 2019 Financial Results on Thursday, February 27, 2020

On February 19, 2020 Atara Biotherapeutics, Inc. (Nasdaq: ATRA), a leading off-the-shelf, allogeneic T-cell immunotherapy company developing novel treatments for patients with cancer, autoimmune and viral diseases, reported the Company will release fourth quarter and full year 2019 financial results before the market opens on Thursday, February 27, 2020 (Press release, Atara Biotherapeutics, FEB 19, 2020, View Source [SID1234554490]). Following the release, the Company will host a live conference call and webcast at 8:00 a.m. EST to discuss the Company’s financial results and provide a corporate update.

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Analysts and investors can participate in the conference call by dialing (888) 540-6216 for domestic callers and (734) 385-2715 for international callers, using the conference ID 1554668. A live audio webcast can be accessed by visiting the Investors & Media – News & Events section of atarabio.com. An archived replay will be available on the Company’s website for 14 days following the live webcast.

Molecular Templates, Inc. Announces Dosing of First Subject in Phase I Study of TAK-169 in Relapsed/Refractory Multiple Myeloma

On February 19, 2020 Molecular Templates, Inc. (Nasdaq: MTEM, "Molecular Templates" or "MTEM"), a clinical-stage biopharmaceutical company focused on the discovery and development of the company’s proprietary engineered toxin bodies (ETBs), which are differentiated, targeted, biologic therapeutics for cancer and other serious diseases, reported the initiation of dosing in a Phase I study investigating TAK-169 in patients with relapsed/refractory multiple myeloma (Press release, Molecular Templates, FEB 19, 2020, View Source [SID1234554507]). Co-developed with Takeda Pharmaceutical Company Limited ("Takeda"), TAK-169 is a potential first-in-class CD38-targeting ETB. As a result of achieving this milestone, MTEM will receive a $10 million payment from Takeda.

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"TAK-169, which leverages MTEM’s second generation, de-immunized ETB technology, represents a promising therapeutic approach for multiple myeloma patients with significant unmet medical needs. We are pleased that dosing is underway in the Phase I study," said Eric Poma, Ph.D., Molecular Templates’ Chief Executive and Scientific Officer. "This product candidate is designed to deliver a potent, direct, cell-killing mechanism to cells that express CD38, a receptor that is known to be central to myeloma disease."

This study is a Phase 1, open-label, dose-escalation, multicenter study to evaluate TAK-169 in patients with relapsed or refractory multiple myeloma. The primary endpoints are to evaluate safety and tolerability. Secondary endpoints include preliminary efficacy, pharmacokinetic, pharmacodynamic, and immunogenicity measures. Patients will be followed up for 30 days after the last dose of study drug for a follow-up assessment. For more information, refer to ClinicalTrials.gov identifier: NCT04017130.

"TAK-169 has advanced to clinical development by pairing Takeda’s multiple myeloma expertise with Molecular Templates’ novel ETB technology," said Chris Arendt, Ph.D., Head, Oncology Therapeutic Area Unit, Takeda. "This program is a prime example of Takeda’s emphasis on working with world-class partners to discover and develop transformational new therapies for multiple myeloma and other hematologic malignancies."

About TAK-169
TAK-169 is an ETB consisting of a single chain variable fragment (scFv) with affinity for CD38, fused to the enzymatically active de-immunized Shiga-like toxin-A subunit (SLTA). TAK-169 is designed to bind and kill CD38 expressing cells in a manner consistent with SLTA mediated cellular cytotoxicity. TAK-169 has been specifically designed to avoid competition with and to overcome the primary mechanisms of tumor resistance to daratumumab, the first approved monoclonal antibody targeting CD38. In preclinical investigation TAK-169 has been shown to be active in the presence of daratumumab. As such, TAK-169 may have the potential to be combined with approved CD38 targeted therapies. TAK-169 mediated ribosomal inhibition and cell death take place intracellularly so changes in the tumor microenvironment, such as CD55/59 upregulation, which inhibit immune-mediated mechanisms such as antibody-dependent cell-mediated cytotoxicity (ADCC) or complement dependent cytotoxicity (CDC) are not expected to inhibit TAK-169 activity.

About the CD38 Co-Development Partnership with Takeda
On September 19, 2018, MTEM announced an agreement with Takeda for the joint development of CD38-targeted ETBs for the treatment of multiple myeloma. TAK-169, the lead development candidate, is a CD38-targeted ETB that resulted from a previous discovery collaboration between the two companies. Under the terms of the agreement, Takeda made an upfront payment of $30 million and Molecular Templates is eligible to receive development, regulatory and commercial milestone payments of up to $632.5 million if Molecular Templates exercises its co-development option or $337.5 million if Molecular Templates does not exercise or opts out of its co-development option. Takeda has also agreed to pay royalties on sales of the commercial product developed through the collaboration. Molecular Templates and Takeda will share equally in the development costs. MTEM has been awarded a $15.2 million grant from the Cancer Prevention and Research Institute of Texas (CPRIT) to fund development and manufacturing of CD38-targeted ETBs including TAK-169.

Arena Pharmaceuticals to Release Fourth Quarter & Full-Year 2019 Financial Results and Provide Corporate Update on February 26

On February 19, 2020 Arena Pharmaceuticals, Inc. (Nasdaq: ARNA) reported that it will release its fourth quarter and full-year 2019 financial results and provide a corporate update on Wednesday, February 26, 2020, after the close of the U.S. financial markets (Press release, Arena Pharmaceuticals, FEB 19, 2020, View Source;full-year-2019-financial-results-and-provide-corporate-update-on-february-26-301007890.html [SID1234554524]). The Company will host a conference call and live webcast to discuss the results with the investment community the same day at 4:30 PM ET.

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Conference Call & Webcast Information
When: Wednesday, February 26, 2020, at 4:30 PM ET
Dial-in: (877) 643-7155 (United States) or (914) 495-8552 (International)
Conference ID: 8286947

Please join the conference call at least 10 minutes early to register. You can access the live webcast under the investor relations section of Arena’s website. A replay of the conference call will be archived for 30 days after the call.

AVEO Announces Effectiveness of 1-for-10 Reverse Stock Split

On February 19, 2020 AVEO Oncology (NASDAQ: AVEO) reported that it will effect a 1-for-10 reverse stock split of its common stock that will be effective as of 5:00 p.m. Eastern Time , February 19, 2020 (Press release, AVEO, FEB 19, 2020, View Source [SID1234554491]). AVEO’s common stock will begin trading on the Nasdaq Capital Market on a split-adjusted basis when the market opens on Thursday, February 20, 2020. The new CUSIP number for AVEO’s common stock following the reverse stock split is 053588 307.

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On February 13, 2020, the holders of a majority of AVEO’s outstanding shares of common stock approved the reverse stock split and gave AVEO’s board of directors discretionary authority to select a ratio for the split ranging from 1-for-5 to 1-for-15. The board of directors approved the reverse stock split at a ratio of 1-for-10 on February 13, 2020.

The reverse stock split affects all issued and outstanding shares of AVEO’s common stock, as well as the number of authorized shares of AVEO’s common stock and the number of shares of common stock available for issuance under AVEO’s equity incentive plans. The reverse stock split will reduce the number of shares of the AVEO’s issued and outstanding common stock from approximately 160.8 million to approximately 16.1 million. In addition, the reverse stock split will effect a reduction in the number of shares of common stock issuable upon the exercise of stock options and warrants outstanding immediately prior to the reverse stock split, with a proportional increase in the respective exercise prices. The reverse stock split will proportionately reduce the number of authorized shares of common stock from 500 million shares to 50 million shares. The reverse stock split will not change the par value of the common stock or the authorized number of shares of preferred stock of AVEO.

The reverse stock split will affect all holders of common stock uniformly and will not alter any stockholder’s percentage ownership interest in AVEO, except to the extent that the reverse stock split would result in a stockholder owning a fractional share. No fractional shares of common stock will be issued in connection with the reverse stock split; stockholders who otherwise would be entitled to a fractional share of common stock will be entitled to receive a proportional cash payment.

AVEO’s transfer agent, Computershare, is acting as the exchange agent for the reverse stock split. For those stockholders holding physical stock certificates, Computershare will send instructions for exchanging those certificates for shares held in book-entry form representing the post-split number of shares. Stockholders holding their shares in book-entry form or in brokerage accounts need not take any action in connection with the reverse stock split. Beneficial holders are encouraged to contact their bank, broker or custodian with any procedural questions.