BioTime Board of Directors Approves Distribution of AgeX Therapeutics Shares to BioTime Shareholders

On September 25, 2017– BioTime, Inc. (NYSE American: BTX), a clinical-stage biotechnology company focused on developing and commercializing products addressing degenerative diseases, reported that its Board of Directors has approved a distribution of some or all of the shares of AgeX Therapeutics, Inc. owned by BioTime to BioTime’s shareholders (Press release, BioTime, SEP 25, 2017, View Source;p=RssLanding&cat=news&id=2302486 [SID1234520622]). The Board also authorized management to work with investment banks and other financial institutions to finalize and implement the strategy for taking AgeX public, which may include a tax-free distribution.

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"Asterias BioTherapeutics and OncoCyte Corporation, two companies founded by BioTime, were successfully transitioned into independent, publicly-traded companies that created significant value for BioTime and its shareholders," said Alfred Kingsley, BioTime’s Chairman of the Board. "We believe the formation and independent funding of AgeX, and a subsequent distribution to BioTime shareholders, will similarly unlock the significant value of the previously embedded BioTime assets related to the treatment of aging and age-related diseases, such as diabetes, obesity, heart disease, stroke and cancer."

AgeX Therapeutics focuses on technologies relating to cellular immortality and the regenerative biology of aging. Aging and age-related diseases have recently garnered significant investor interest, as evidenced by the formation of companies such as Calico, Human Longevity Inc., Unity Biotechnology, and Samumed, as well as others. These companies have attracted major financial supporters, many of whose investments were made at multibillion-dollar market valuations. AgeX’s initial investors similarly include institutions and accomplished business leaders, whose support creates a foundation for the company’s potential future success.

AgeX closed its initial $10 million equity financing in August of 2017 with a post-money valuation of approximately $68 million. BioTime currently owns approximately 85% of the outstanding shares of AgeX, with a post-money valuation of approximately $58 million, or 50 cents per BioTime share. The equity financing is expected to fund AgeX’s general operations and product development well into 2019, while saving BioTime more than $5 million annually on these programs and associated operational expenses.

Building on the recent success of the formation, funding and launch of AgeX, BioTime’s management and Board are now exploring all options for making AgeX a publicly-traded company, including a potential tax-free distribution of all AgeX shares to BioTime shareholders. Once BioTime’s management completes its discussions with investment banks and other financial firms, and its analysis of remaining tax, legal, commercial and regulatory issues, BioTime will announce further details of the resulting plan.

10-K – Annual report [Section 13 and 15(d), not S-K Item 405]

(Filing, 10-K, Palatin Technologies, 2017, SEP 25, 2017, View Source [SID1234520832])

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CHIME BioTherapeutics Presentation

CHIME’s biologic products are designed to introduce specific epitopes from childhood vaccines into tumors after administration with a delivery system (e.g., viral vector) to rapidly stimulate and expand existing effector memory T cells that patrol the body to destroy such ‘infected’ cells (Fact Sheet, JLABS, SEP 22, 2017, View Source [SID1234520598]). The recall and redirection of pre-existing memory T-cells against tumor cells should present a number of advantages compared to other immunotherapies: it does not require the discovery of cancer antigens and it does not need to break tolerance since it is based upon a non-self approach; it also does not require ex vivo manipulation of cells and it can be administered directly to patients as a biologic. CHIME’s product should be applicable to all types of tumors.

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CHIME’s unique approach does not require to modify or educate naive T cells but rather promotes the recruitment and activation of pre-existing vaccine-derived memory T cells to the cancerous tissue. The unique advantages of CHIME’s approach based on memory responses is expected to induce a strong and rapid direct tumor killing, decrease the tumor-mediated immune suppression, and drive the development of a systemic tumor-specific immunity through the release of tumor-associated antigens that are taken up by antigen presenting cells and presented to T cells to generate tumor-specific effector cells and tumor-specific immune memory.

Cellectar Biosciences Enters into Strategic Collaboration with Onconova Therapeutics to Develop New Phospholipid Drug Conjugates

On September 21, 2017 Cellectar Biosciences, Inc. (Nasdaq: CLRB), an oncology-focused, clinical stage biotechnology company (the "company"), and Onconova Therapeutics (Nasdaq:ONTX) reported that they have entered into a strategic collaboration to develop new phospholipid drug conjugates (PDCs) combining Cellectar’s patented phospholipid ether delivery platform with select proprietary compounds or payloads from Onconova’s early stage product pipeline (Press release, Cellectar Biosciences, SEP 22, 2017, View Source [SID1234520607]). Newtown, Pa.-based Onconova is a late-stage biopharmaceutical company focused on the discovery and development of novel small molecule drug candidates to treat cancer.

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"Access to novel anti-tumor payloads is key to leveraging our next generation PDC delivery platform technology for the discovery of novel, proprietary targeted anti-cancer therapeutics," said Jim Caruso, president and CEO of Cellectar Biosciences. "Onconova is an established player in developing small molecule anti-cancer compounds. Their unique early stage assets, development experience and ability to successfully advance compounds into Phase 3 clinical trials makes them an excellent partner for Cellectar."

Under the terms of the collaboration, Onconova will provide Cellectar with several compounds, including some from the family of molecules that contains Briciclib, which is an EIF4E targeting small molecule with early Phase 1 data. Cellectar will leverage its expertise in early development and chemical conjugation to link the molecules to its phospholipid ether (PDC platform) to create new, more precisely targeted antitumor agents. Both companies will have the option to advance the development of any of the newly conjugated PDC molecules. Financial terms of the collaboration have not been disclosed.

"We are focused on optimizing the delivery of our therapeutic compounds in the battle against Myelodysplastic Syndrome and a variety of cancers. As such, we are excited to collaborate with Cellectar and leverage their PDC platform, which we believe can improve the targeting of our molecules directly to the cancer, in addition to extending the patent coverage of these drug candidates," said Ramesh Kumar, Ph.D., president and CEO of Onconova Therapeutics.

About Phospholipid Drug Conjugates (PDCs)
Cellectar’s product candidates are built upon its patented cancer cell-targeting delivery and retention platform of optimized phospholipid ether-drug conjugates (PDCs). The company deliberately designed its phospholipid ether (PLE) carrier platform to be coupled with a variety of payloads to facilitate both therapeutic and diagnostic applications. The basis for selective tumor targeting of our PDC compounds lies in the differences between the plasma membranes of cancer cells compared to those of normal cells. Cancer cell membranes are highly enriched in lipid rafts, which are glycolipoprotein microdomains of the plasma membrane of cells that contain high concentrations of cholesterol and sphingolipids, and serve to organize cell surface and intracellular signaling molecules. PDCs have been tested in more than 80 different xenograft models of cancer.

Juno Therapeutics Prices $250 Million Follow-on Offering

On September 21, 2017 Juno Therapeutics, Inc. (NASDAQ:JUNO), a biopharmaceutical company developing innovative cellular immunotherapies for the treatment of cancer, reported that the pricing of its follow-on public offering of 6,100,000 shares of its common stock at a price to the public of $41.00 per share (Press release, Juno, SEP 21, 2017, View Source;p=RssLanding&cat=news&id=2302262 [SID1234520595]). In addition, Juno has granted the underwriters a 30-day option to purchase up to an additional 915,000 shares of common stock. Juno intends to use the net proceeds of the offering for general corporate purposes and working capital.

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The offering is expected to close on September 26, 2017, subject to customary closing conditions. Concurrent with the completion of the follow-on public offering, Juno will complete a private placement of 659,415 shares of its common stock, at a price of $41.00 per share, to a subsidiary of Celgene Corporation. Aggregate gross proceeds from the follow-on public offering and concurrent private placement, before deducting underwriting discounts and commissions, in the case of the follow-on public offering, and expenses payable by Juno will be $277.1 million (or approximately $318.7 million if the underwriters exercise their option to purchase additional shares in full).
Morgan Stanley and J.P. Morgan are acting as joint book-running managers for the offering. Barclays and Leerink Partners are acting as co-lead managers and Wells Fargo Securities, Raymond James and Wedbush PacGrow are acting as co-managers.

A registration statement on Form S-3 relating to the common stock offered in the public offering described above was filed with the Securities and Exchange Commission (SEC) on September 20, 2017 and was automatically effective upon filing. The offering is being made only by means of a written prospectus that forms a part of the registration statement. Copies of the final prospectus related to the offering may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014 and J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, Attn: Prospectus Department, or by telephone at (866) 803-9204.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of the securities being offered 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.