Entry into a Material Definitive Agreement.

On December 24, 2018 On December 24, 2018, Delcath Systems, Inc. (the "Company") reported that it entered into an Exchange Agreement with an institutional investor (the "Holder") with respect to the following previously issued to Holder (I) that certain Warrant to Purchase Common Stock (the "Existing February Warrant"), issued to the Holder on February 9, 2018 (pursuant to (i) that certain Placement Agency Agreement, dated February 8, 2018, (ii) the Company’s Registration Statement on Form S-1 (File number 333-220898) and (iii) the Company’s final prospectus dated as of February 8, 2018) and which Existing February Warrant is currently exercisable into 130,000 shares of Common Stock (as defined in the Existing February Warrant) and (II) that certain Warrant to Purchase Common Stock (the "Existing November Warrant", and together with the Existing February Warrant, the "Existing Warrants"), issued to the Holder pursuant to that certain Exchange Agreement, dated November 15, 2017, by and between the Company and the Holder, (in exchange, in part, for that certain senior secured convertible note originally issued pursuant to that certain Securities Purchase Agreement, dated June 6, 2016, by and among the Company, the Holder and certain other buyers signatory thereto) and which Existing November Warrant is currently exercisable into 12,540 shares of Common Stock (Filing, 8-K, Delcath Systems, DEC 24, 2018, View Source [SID1234532278]). The Company issued to the Holder 142,540 shares of Common Stock (the "Exchange Shares") in exchange for the Existing Warrants (the "Exchange"). The Exchange was made in reliance upon the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended. Concurrently therewith, the Holder has executed and delivered to the Company a leak-out agreement which contains certain trading restrictions with respect to the Exchange Shares.

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Lupin and AbbVie Announce Partnership to Develop and Commercialize Novel Oncology Drug to Treat Hematological Cancers

On December 24, 2018 Pharma major Lupin Limited (Lupin) and global biopharmaceutical company AbbVie Inc., reported that AbbVie has licensed Lupin’s MALT1 (Mucosa-Associated Lymphoid Tissue Lymphoma Translocation Protein 1) inhibitor program (Press release, Lupin, DEC 24, 2018, View Source [SID1234532263]). Through this partnership, AbbVie gains exclusive global rights to develop and commercialize Lupin’s MALT1 inhibitors. MALT-1 is a protein involved in T-cell and B-cell lymphocyte activation and AbbVie intends to pursue development across a range of hematological cancers, many with limited current treatment options.

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Commenting on the development, Nilesh Gupta, Managing Director, Lupin Limited said, "Delivering on new drugs was a key element of Dr. Deshbandhu Gupta’s vision. We are extremely proud of being able to realize his vision to bring new treatments to patients in need. We are very pleased to partner with AbbVie who share a commitment to deliver high quality medicines in areas that lack approved treatment and have a dire medical need. Their proven success in rapidly commercializing new targeted oncology treatments made them our partner of choice for this program."

Commenting on the partnership announcement, Dr. Raj Kamboj, President of Lupin’s Novel Drug Discovery and Development (NDDD) stated, "We are delighted with the success of our NDDD program to bring India’s first pharmaceutical innovation in this space. This is a first-in-class drug discovery program delivered exclusively by Lupin right from concept generation through the various stages of drug discovery and development. We are proud of the conceptualization, strategic direction and impeccable execution done by the team at Lupin that meets the global standard of pharmaceutical research."

Tom Hudson, M.D., Vice President, Discovery, AbbVie commented, "Lupin’s MALT1 program is exploring a new and innovative approach in difficult-to-treat cancers. AbbVie is committed to pursuing advanced treatment options for patients and we look forward to partnering our expertise in hematological oncology with Lupin’s discovery program to offer new hope to patients."

Under the terms of the agreement, AbbVie will pay Lupin an upfront payment of US$ 30 million for an exclusive license to the program. Upon successful completion of regulatory, development and commercial milestones, Lupin is eligible to receive total milestone payments of up to US$ 947 million. Additionally, Lupin will be entitled to receive a double-digit royalty on the sales of the product and will retain commercial rights to the program in India.

Lupin’s Novel Drug Discovery and Development team is focused on building a pipeline of highly differentiated and innovative new chemical entities in the therapeutic areas of Oncology, Immunology and Metabolic disorders. Lupin’s NDDD activities were started in 2010 with the vision to use cutting-edge research in bringing novel molecules that address unmet medical needs in multiple therapeutic areas to market globally.

Johnson & Johnson to Participate in 37th Annual JP Morgan Health Care Conference

On December 24, 2018 Johnson & Johnson (NYSE: JNJ) reported that it will participate in the 37th Annual JP Morgan Health Care Conference on Monday, Jan. 7th, at the Westin St. Francis in San Francisco. Joseph J. Wolk, Executive Vice President and Chief Financial Officer; Jennifer Taubert, Executive Vice President, Pharmaceuticals and Ashley McEvoy, Executive Vice President, Medical Devices, will represent the Company in a session scheduled at 2:30 p.m. (Pacific Time) / 5:30 p.m. (Eastern Time). Alex Gorsky, Chairman and Chief Executive Officer, will accompany the team for a subsequent Question & Answer session scheduled for 3:00 p.m. (Pacific Time) / 6:00 p.m. (Eastern Time).

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A webcast for both events will be available to investors and other interested parties by accessing the Johnson & Johnson website at www.investor.jnj.com.

Varian U.S. Tariff Exclusion Request Granted for Halcyon Radiotherapy System for Cancer Treatments

On December 24, 2018 Varian (NYSE: VAR) reported it received notification from the United States Trade Representative (USTR) that its exclusion request for Halcyon radiotherapy systems for cancer treatments, which are manufactured in China and subject to Section 301 tariffs, was granted (Press release, Varian Medical Systems, DEC 24, 2018, View Source [SID1234532268]).

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"On behalf of the more than three million patients Varian technologies touch each year, we thank USTR and the U.S. government for recognizing the impact of Varian’s cancer treatment technology by excluding our Halcyon product from the current trade dispute, and we are hopeful that China will do the same," said Dow Wilson, president and chief executive officer, Varian. "Varian remains dedicated to ensuring that our customers, and the patients they treat, are able to achieve new victories against cancer without any global disruption in access to our leading-edge technologies."

Until further notice, the China tariffs on U.S. imports announced on August 23, 2018, remain in place. Additionally, Varian’s exclusion applications from U.S. Tariffs, for components sourced from China for linear accelerators manufactured in the U.S., are still pending with the USTR.

The U.S. tariff exception granted for Halcyon will have a less than $1M impact on financial results for the 2019 fiscal year. During its first quarter fiscal year 2019 conference call, which is scheduled for Wednesday, January 23, 2019, at 1:30 p.m. Pacific Time, management will provide more details related to this announcement. Until then, the company is currently in quiet period and will not be making any further comments.

FDA Approves ELZONRISTM (tagraxofusp), the First Treatment for Blastic Plasmacytoid Dendritic Cell Neoplasm and First CD123-Targeted Therapy

On December 21, 2018 Stemline Therapeutics, Inc. (NASDAQ:STML), a biopharmaceutical company focused on the development and commercialization of novel oncology therapeutics, reported that the U.S. Food and Drug Administration (FDA) has granted approval of ELZONRISTM (tagraxofusp-erzs; SL-401) for the treatment of blastic plasmacytoid dendritic cell neoplasm (BPDCN) in adult and pediatric patients two years and older, in both treatment-naïve and previously-treated populations (Press release, Stemline Therapeutics, DEC 21, 2018, View Source [SID1234532236]). ELZONRIS is the first treatment approved for BPDCN and the first approved CD123-targeted therapy.

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BPDCN is an aggressive, orphan hematologic malignancy with historically poor outcomes and is an area of unmet medical need. BPDCN may present with features similar to, and can be mistaken for, certain diseases including acute myeloid leukemia, non-Hodgkin’s lymphoma, acute lymphocytic leukemia, myelodysplastic syndromes, and chronic myelomonocytic leukemia, as well as other malignancies with skin manifestations. BPDCN typically presents in the bone marrow and/or skin, and may also involve lymph nodes and viscera. The diagnosis of BPDCN is based on the immunophenotypic diagnostic triad of CD123, CD4, and CD56. For more information, see the BPDCN disease education website at www.bpdcninfo.com.

"Today’s approval of tagraxofusp is a major step forward for people with BPDCN, their families and the medical community," said Naveen Pemmaraju, M.D., Associate Professor at The University of Texas MD Anderson Cancer Center, and a principal investigator on the tagraxofusp clinical trial. "CD123 is expressed in BPDCN and a number of other hematologic malignancies. The approval of tagraxofusp, a CD123-targeted therapy, represents a new standard of care for patients with BPDCN."

CD123 is a key marker in identifying BPDCN and is a rapidly emerging target for therapeutic research in a variety of cancers. ELZONRIS is designed to specifically target CD123, and, within a triad of signature markers, enables proper diagnosis.

"Tagraxofusp represents an unprecedented leap forward in the treatment of BPDCN, an aggressive malignancy with no approved therapeutic options until now," said Andrew Lane, M.D., Ph.D., Assistant Professor at Harvard Medical School and Dana-Farber Cancer Institute and a principal investigator on the tagraxofusp clinical trial. "I have witnessed firsthand the significant responses a number of my patients experienced with tagraxofusp and a proportion of responders were able to receive a stem-cell transplant following remission."

ELZONRIS was granted Breakthrough Therapy Designation (BTD) and Orphan Drug Designation (ODD), and the ELZONRIS Biologics License Application (BLA) was evaluated under Priority Review by the FDA.

"We are incredibly thankful to the patients, their families and physicians who participated in our clinical trials, and proud of our exceptional team here at Stemline, all of whom played critical roles in bringing this breakthrough treatment to fruition," said Ivan Bergstein, M.D., chief executive officer of Stemline Therapeutics. "Stemline is proud to provide the first approved treatment for BPDCN, and we are committed to making ELZONRIS available to patients."

Stemline intends to bring ELZONRIS to patients with BPDCN globally. In November 2018, the European Medicines Agency (EMA) granted accelerated assessment to the upcoming ELZONRIS Marketing Authorization Application (MAA) submission, which is expected in the first quarter of 2019.

Stemline’s Comprehensive Patient Access Program

ELZONRIS will be commercially available for appropriate people with BPDCN in early 2019. Stemline is committed to helping patients with BPDCN access ELZONRIS through the Stemline ARC program. Stemline ARC is a comprehensive access program designed to provide support, information and assistance to patients prescribed ELZONRIS. Dedicated oncology nurse advocates are available to provide personalized education about BPDCN and ELZONRIS to patients and their caregivers, and connect them with helpful tools and resources. Stemline ARC offers a copay assistance program for patients with commercial insurance who qualify. Stemline is also partnering with patient advocacy groups to support the needs of patients with BPDCN.

Patients, physicians, pharmacists and other healthcare professionals in the U.S. will be able to access the program by contacting 1-833-478-3654 or by visiting www.stemlineARC.com in early 2019.

ELZONRIS Clinical Trial Design

The ELZONRIS BPDCN clinical trial was the largest prospective trial ever conducted in this disease. This multicenter, multi-cohort, open-label, single-arm, clinical trial (STML-401-0114; NCT 02113982) enrolled 47 patients with BPDCN, including 32 treatment-naïve and 15 previously-treated patients, at seven sites in the U.S. Patients received ELZONRIS intravenously on days 1-5 of a 21-day cycle for multiple consecutive cycles. The trial consisted of three stages: Stage 1 (lead-in, dose escalation), Stage 2 (expansion) and Stage 3 (pivotal, confirmatory). Patients were also enrolled in an additional cohort (Stage 4) to enable uninterrupted access to ELZONRIS.

ELZONRIS Efficacy and Safety

Approval was based on a multicenter, multicohort, open-label, single-arm clinical trial (STML-401-0114; NCT 02113982) in patients with treatment-naïve or previously-treated BPDCN. In the Stage 3 (pivotal) cohort, 13 patients with treatment-naïve BPDCN received ELZONRIS at the labeled dose and schedule. Efficacy was based on the rate of complete response or clinical complete response (CR/CRc), with CRc defined as complete response with residual skin abnormality not indicative of active disease. In this pivotal cohort, the CR/CRc rate was 53.8 percent (7/13) (95% CI: 25.1, 80.8). The median duration of CR/CRc was not reached (range: 3.9 to 12.2 months).

The safety of ELZONRIS was assessed in 94 adults with treatment-naïve or previously-treated myeloid malignancies treated with ELZONRIS at the labeled dose and schedule. The most common adverse reactions (incidence >30%) were capillary leak syndrome (CLS), nausea, fatigue, peripheral edema, pyrexia, and weight increase. The most common laboratory abnormalities (incidence >50%) were decreases in albumin, platelets, hemoglobin, calcium, sodium, and increases in glucose, alanine aminotransferase (ALT) and aspartate aminotransferase (AST).

ELZONRIS Overall Clinical Program in BPDCN

Clinical data from Study STML-401-0114 (NCT 02113982) were presented at the American Society of Hematology (ASH) (Free ASH Whitepaper) annual meeting earlier this month. In 29 treatment-naïve patients who received ELZONRIS at 12 mcg/kg/day, the overall response rate (ORR) was 90 percent (26/29) (95% CI: 72.6, 97.8). In these patients, the CR/CRc rate was 72 percent (21/29) (95% CI: 52.8, 87.3) with a median duration of CR/CRc not reached (range: 1.3 to 32.2 months). Forty-five percent (13/29) of these patients were bridged to stem cell transplant (SCT), following remission on ELZONRIS.

The median overall survival (OS), among 29 treatment-naïve patients who received ELZONRIS at 12 mcg/kg/day was not reached (range: 0.2 to 42.0 months, with median follow-up of 23.0 months [range: 0.2 to 41+ months]).

INDICATION

ELZONRIS is a CD123-directed cytotoxin for the treatment of blastic plasmacytoid dendritic cell neoplasm (BPDCN) in adults and in pediatric patients 2 years and older.

The ELZONRIS label contains a boxed warning for CLS, which may be life-threatening or fatal and can occur in patients receiving ELZONRIS. Physicians are advised to monitor for signs and symptoms of CLS and take actions as recommended in the full prescribing information.

WARNINGS AND PRECAUTIONS

Capillary Leak Syndrome

·ELZONRIS can cause capillary leak syndrome (CLS), which may be life-threatening or fatal if not properly managed. The overall incidence of CLS in clinical trials was 55% in patients receiving ELZONRIS, including 46% in Grades 1 or 2, 6% in Grade 3, 1% in Grade 4, and 2 fatal events. Common signs and symptoms (incidence >20%) associated with CLS that were reported during treatment with ELZONRIS include hypoalbuminemia, edema, weight gain, and hypotension.

· Capillary leak syndrome is defined as any event reported as CLS during treatment with ELZONRIS or the occurrence of at least 2 of the following CLS manifestations within 7 days of each other: hypoalbuminemia (including albumin value less than 3.0 g/dL), edema (including weight increase of 5 kg or more), hypotension (including systolic blood pressure <90 mmHg).

·Before initiating therapy with ELZONRIS, ensure that the patient has adequate cardiac function and serum albumin is >3.2 g/dL.

·During treatment with ELZONRIS, ensure that serum albumin levels are >3.5 g/dL and have not been reduced by >0.5 g/dL from the albumin value measured prior to dosing initiation of the current cycle. Monitor serum albumin levels prior to the initiation of each dose or more often as indicated clinically thereafter. Additionally, assess patients for other signs or symptoms of CLS, including weight gain, new onset or worsening edema including pulmonary edema, hypotension, or hemodynamic instability.

· Counsel patients to seek immediate medical attention should signs or symptoms of CLS occur at any time.

Hypersensitivity Reactions

· ELZONRIS can cause severe hypersensitivity reactions. Grade 3 or higher events were reported in 10% of patients in clinical trials. Monitor patients for hypersensitivity reactions during treatment with ELZONRIS. Interrupt ELZONRIS infusion and provide supportive care as needed if a hypersensitivity reaction should occur. If the reaction is severe, discontinue ELZONRIS permanently.

Hepatotoxicity

· Elevations in liver enzymes can occur with ELZONRIS. Grade 3 or higher elevations in liver enzymes occurred in approximately 40% of patients in clinical trials.

· Monitor alanine aminotransferase (ALT) and aspartate aminotransferase (AST) prior to each infusion with ELZONRIS. Temporarily withhold ELZONRIS if the transaminases rise to greater than 5 times the upper limit of normal (ULN) and resume treatment upon normalization or when resolved.

ADVERSE REACTIONS

The most common adverse reactions in the clinical trials (incidence > 30%) are capillary leak syndrome, nausea, fatigue, peripheral edema, pyrexia, and weight increase. The most common laboratory

abnormalities (incidence > 50%) are decreases in albumin, platelets, hemoglobin, calcium, sodium, and increases in glucose, ALT, and AST.

Please see full Prescribing Information.

To report SUSPECTED ADVERSE REACTIONS, contact Stemline Therapeutics, Inc. at 1-877-332-7961 or contact the FDA at 1-800-FDA-1088 or www.fda.gov/medwatch.

About ELZONRIS

ELZONRIS, a CD123-directed cytotoxin, was granted full approval by the FDA for the treatment of adult and pediatric patients, two years and older with blastic plasmacytoid dendritic cell neoplasm (BPDCN), in treatment-naïve and previously-treated settings. In November 2018, the European Medicines Agency (EMA) granted ELZONRIS accelerated assessment for the upcoming marketing authorization application (MAA) submission, which is expected in the first quarter of 2019. ELZONRIS is also being evaluated in additional clinical trials in other indications including chronic myelomonocytic leukemia (CMML), myelofibrosis (MF) and other CD123 positive diseases.

About BPDCN

Blastic plasmacytoid dendritic cell neoplasm (BPDCN) is an aggressive hematologic malignancy with historically poor outcomes and an area of unmet medical need. The BPDCN cell of origin is the plasmacytoid dendritic cell (pDC) precursor. BPDCN typically presents in the bone marrow and/or skin and may also involve lymph nodes and viscera. The diagnosis of BPDCN is based on the immunophenotypic diagnostic triad of CD123, CD4, and CD56. For more information, please visit the BPDCN disease awareness website at www.bpdcninfo.com.