Phio Pharmaceuticals Announces Proposed Public Offering of Common Stock

On November 13, 2019 Phio Pharmaceuticals Corp. (Nasdaq: PHIO), a biotechnology company developing the next generation of immuno-oncology therapeutics based on its proprietary self-delivering RNAi (INSTASYL) therapeutic platform, reported that it has commenced a proposed public offering of shares of its common stock (Press release, Phio Pharmaceuticals, NOV 13, 2019, View Source [SID1234551142]). All of the shares in the offering are to be sold by Phio. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

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H.C. Wainwright & Co. is acting as exclusive placement agent for the offering.

Phio intends to use the net proceeds from this offering to fund the development of Phio immuno-oncology programs, for other research and development activities and for general working capital needs.

The shares of common stock described above are being offered by Phio pursuant to a shelf registration statement on Form S-3 (File No. 333-224031) filed with the Securities and Exchange Commission (the "SEC") on March 29, 2018 and declared effective by the SEC on April 6, 2018. The offering may be made only by means of a base prospectus and a related prospectus supplement. A preliminary prospectus supplement and accompanying prospectus related to the offering will be filed with the SEC. When available, electronic copies of the preliminary prospectus supplement and accompanying prospectus may be obtained by contacting H.C. Wainwright & Co., LLC, 430 Park Avenue, 3rd Floor, New York, New York 10022, via e-mail at [email protected] or via telephone at (212) 356-0530.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities described herein, 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.

F1 Oncology’s International Affiliate, EXUMA Biotechnology, Announces Acquisition of Strategic CAR-T Assets

On November 13 2019 F1 Oncology, Inc., a biotechnology company discovering and developing adoptive cellular therapies (ACTs) for solid tumors, reported that its international affiliate, EXUMA Biotechnology Hong Kong, has formed Shanghai EXUMA Biotechnology Co., Ltd., a wholly foreign-owned enterprise (WFOE), to acquire all rights to novel chimeric antigen receptor T (CAR-T) cell therapy and manufacturing assets in Shanghai and Shenzhen for the development and commercialization of cellular therapies in Greater China to be used in the treatment of solid tumor malignancies (Press release, EXUMA Biotechnology, NOV 13, 2019, View Source [SID1234551150]).

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Shanghai EXUMA will develop these clinical programs into multicenter trials under a centralized regulatory pathway based on the results of investigator-initiated trials (IITs) of CAR-T therapies for the treatment of metastatic renal cell carcinoma (mRCC) and other solid tumor malignancies. Shanghai EXUMA will be expanding its CAR-T cell processing capabilities at its new facility in the Shanghai International Medical Zone within Zhangjiang Innopark in Shanghai’s Pudong district and its viral manufacturing capabilities at its newly constructed Shenzhen facility.

"The treatment of cancer is advancing at unprecedented speed, and we are pleased to be playing a role in this rapid and positive evolution, of which the formation of Shanghai EXUMA Biotechnology is an important component," said Gregory Frost, Ph.D., Chairman and CEO of F1 Oncology. "The decision to integrate these programs and processes into EXUMA was driven by the favorable early clinical profile, and we are excited to support their advancement toward multicenter trials next year. By turning a hostile tumor microenvironment (TME) into an activating signal for CAR-T cells, this platform could open the therapeutic window of CAR-T to many solid tumors."

EXUMA Biotech integrates BioAtla’s conditionally active biologic (CAB) protein therapeutic technology with F1 Oncology’s proprietary CAR-T technologies to develop and commercialize CAB-CAR-T therapies and other ACTs for the treatment of solid tumor malignancies. CAB-CAR-T cellular therapies are designed to be conditionally active only in the TME and may therefore help reduce potential adverse events associated with on-target, off-tumor effects of CAR-T therapies in solid tumors. While BioAtla’s option to purchase F1 Oncology expired in May 2018, F1 Oncology retains an exclusive global license to discover and develop CAB-based ACTs.

NanoString to Present at the Stifel 2019 Healthcare Conference

On November 13, 2019 NanoString Technologies, Inc. (NASDAQ:NSTG), a leading provider of life science tools for translational research and molecular diagnostic products, reported that the company’s management is scheduled to present at the Stifel 2019 Healthcare Conference in New York City (Press release, NanoString Technologies, NOV 13, 2019, View Source [SID1234551176]).

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Brad Gray, president and chief executive officer, is scheduled to present on Wednesday, November 20th, 2019 from 1:15-1:45pm ET. Interested parties can access the live webcast with accompanying slides from the investor section of the company’s website at www.nanostring.com. The webcast replay will be available one hour after the conclusion of the live presentation and archived for 60 days.

Nordic Nanovector ASA: Invitation to Third Quarter 2019 Results Presentation and Webcast

On November 13, 2019 Nordic Nanovector ASA (OSE: NANO) reported that it will report its results for the third quarter 2019 on Tuesday, 19 November 2019 (Press release, Nordic Nanovector, NOV 13, 2019, View Source [SID1234551235]). A presentation by Nordic Nanovector’s senior management team will take place at 8:30am CET at:

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Thon Hotel Vika Atrium, Munkedamsveien 45, 0250 Oslo

Meeting Room: AKER

The presentation will be recorded as a webcast and will be available at www.nordicnanovector.com in the section: Investors & Media

The results report and the presentation will be available at www.nordicnanovector.com in the section: Investors & Media/Reports and Presentation/Interim Reports/2019 from 7:00am CET the same day.

Entry into a Material Definitive Agreement.

On November 13, 2019, OncoCyte Corporation (the "Company") reported that it has entered into a series of Subscription Agreements (collectively, the "Subscription Agreement") with select institutional investors and other parties ("Investors"), whereby the Company agreed to issue and sell to the Investors, and the Investors agreed to purchase, an aggregate of 5,058,824 shares of the Company’s common stock (the "Common Stock") at a price per share of $1.70, for an aggregate cash purchase price of approximately $8.6 million (the "Financing") (Filing, 8-K, Oncocyte, NOV 13, 2019, View Source [SID1234551297]). The Subscription Agreement provides that the closing will occur no later than November 15, 2019. Broadwood Partners, L.P., which beneficially owns 22.9% of our common stock (pursuant to its Schedule 13D/A, as filed on September 13, 2019), has agreed to purchase 1,176,471 shares of our common stock in the Financing.

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The description of the terms and conditions of the Subscription Agreement and the rights and obligations of the Company and the Investors in connection therewith are qualified by reference in their entirety to the definitive terms and conditions of the Subscription Agreement, the form of which is attached hereto as Exhibit 10.1 hereto and incorporated herein by reference.

The Subscription Agreement is being filed in order to provide investors and the Company’s stockholders with information regarding its terms and in accordance with applicable rules and regulations of the Securities and Exchange Commission (the "Commission"). Pursuant to the Subscription Agreement, each of the Company and the Investors made customary representations, warranties and covenants to each other. The representations, warranties and covenants were made by the parties to and solely for the benefit of each other in the context of all of the terms and conditions of the Subscription Agreement, the Financing, and the specific relationship between the parties. Accordingly, investors and stockholders should not rely on the representations, warranties and covenants. Furthermore, investors and stockholders should not rely on the representations, warranties and covenants as characterizations of the actual state of facts or continuing intentions of the parties, since they were only made as of the date of the Subscription Agreement. Information concerning the subject matter of such representations, warranties and covenants may change after the date of the Subscription Agreement, which subsequent information may or may not be fully reflected in the Company’s reports or other filings with the Commission.

The Financing is being made pursuant to the registration statement on Form S-3, declared effective by the Commission on June 18, 2019 (Registration No. 333-231980), a base prospectus dated June 18, 2019 and a prospectus supplement to be filed prior to closing. A copy of the opinion of DLA Piper LLP (US) relating to the legality of the shares of common stock to be issued in the Financing is attached as Exhibit 5.1 to this Current Report on Form 8-K.