Number of shares and votes in Calliditas Therapeutics

On July 29, 2022 Calliditas Therapeutics AB (publ) reported that it has issued 51,399 ordinary shares as part of the company’s long-term incentive program for certain members of the board of directors issued in 2019, Board LTIP 2019, and converted 5,908,018 class C-shares to 5,908,018 ordinary shares as part of the establishment of the company’s at-the-market program (Press release, Calliditas Therapeutics, JUL 29, 2022, View Source [SID1234617137]). Thus, as of July 29, 2022, the number of shares and votes in the company amounts to 59,157,587 shares and 59,157,587 votes.

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The information in the press release is such that Calliditas Therapeutics AB (publ) is required to disclose pursuant to the Swedish Financial Instruments Trading Act. The information was submitted for publication, through the agency of the contact persons set out above, at 12:00 CEST on July 29, 2022.

Entry into a Material Definitive Agreement

On July 29, 2022, Vericel Corporation (the "Company"), as borrower, reported that entered into a $150 million five-year senior secured revolving credit facility ("the Facility") pursuant to a Senior Secured Revolving Credit Agreement by and among the Company, the lenders party thereto, and J.P. Morgan Chase Bank, N.A., as the administrative agent (the "Revolving Credit Agreement") (Filing, 8-K, Vericel, JUL 29, 2022, View Source [SID1234617283]). J.P. Morgan Chase Bank, N.A. also acted as sole bookrunner and sole lead arranger under the Revolving Credit Agreement.

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Proceeds of the Facility may be used for general corporate purposes, including, without limitation, acquisitions and capital expenditures, and such other uses as permitted under the Revolving Credit Agreement.

Except for certain excluded property as described in the Revolving Credit Agreement, the Facility is secured by a first priority lien on substantially all of the assets of the Company, and includes a $5,000,000 limit for swingline loans. In addition, the Facility includes a $15 million sub-facility for the issuance of letters of credit.

Outstanding borrowings under the Revolving Credit Agreement bear interest, with pricing based from time-to-time at the Company’s election at (i) SOFR plus 0.10% plus a spread ranging from 1.25% to 2.50% as determined by the Company’s total net leverage ratio (as defined in the Revolving Credit Agreement) or (ii) the alternative base rate (as defined in the Revolving Credit Agreement) plus a spread ranging from 0.25% to 1.50% as determined by the Company’s total net leverage ratio. The Revolving Credit Agreement also includes a commitment fee, which ranges from 0.20% to 0.25% as determined by the Company’s total net leverage ratio.

All commitments under the Revolving Credit Agreement shall terminate and the Facility will mature on July 29, 2027.

The Revolving Credit Agreement includes customary affirmative and negative covenants, including financial covenants requiring the Company to maintain a maximum total net leverage ratio, and certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature.

The foregoing summary of the Revolving Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2022.

Synthetic Biologics Announces $3 Million Private Placement of Convertible Preferred Stock

On July 29, 2022 Synthetic Biologics, Inc.. (NYSE American: SYN) ("Synthetic Biologics" or the "Company"), a diversified clinical-stage company developing therapeutics designed to treat diseases in areas of high unmet need, reported the private placement of 275,000 shares of Series C convertible preferred stock and 100,000 shares of Series D convertible preferred stock (Press release, Synthetic Biologics, JUL 29, 2022, View Source [SID1234617157]). Each share of Series C and Series D preferred stock has a purchase price of $8.00. Each share of Series C and Series D preferred stock is convertible into shares of the Company’s common stock at an initial conversion price of $1.22 per share. Shares of the Series C and Series D preferred stock are convertible at the option of the holder at the earlier of (i) the date of the Company’s receipt of shareholder approval for an increase to the authorized shares of common stock of the Company from 20 million to 350 million and (ii) October 26, 2022 (which may be extended to December 31, 2022 if certain conditions are met). The Company has agreed to register the resale of the shares of common stock issuable upon conversion of the Series C and Series D preferred stock by filing a registration statement on Form S-3 (or other appropriate form) no later than forty-five days after the date of the purchase agreement. Total gross proceeds from the offerings, before deducting discounts, financial advisor fees and other estimated offering expenses, is $3 million.

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The Series C and Series D preferred stock permits the holders thereof to vote together with the holders of the Company’s common stock on a proposal to effectuate an increase to the authorized shares of common stock of the Company at the annual meeting of Company shareholders, a name change and an adjournment of either of the foregoing proposals. The Series D preferred stock permits the holder to cast 20,000 votes per share of Series D preferred stock on such proposals, provided, that such votes must be cast in the same proportions as the shares of common stock and Series C preferred stock are voted on such proposals. Except as required by law or expressly provided by the certificate of designation, holders of the Series C and Series D preferred stock will not be permitted to vote on any other matters. The holders of the Series C and Series D preferred stock agreed not to transfer, offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of their shares of preferred stock until earlier of the date of (i) the date of the Company’s receipt of shareholder approval for an increase to the authorized shares of common stock of the Company from 20 million to 350 million and (ii) October 26, 2022 (which may be extended to December 31, 2022 if certain conditions are met).

The offering closed on July 29, 2022. Additional information regarding the securities described above and the terms of the offering are included in a Current Report on Form 8-K to be filed with the United States Securities and Exchange Commission ("SEC").

A.G.P./Alliance Global Partners is acting as the exclusive financial advisor in connection with the offering.

The Series C and Series D preferred stock and shares of common stock into which these preferred shares are convertible are being issued in reliance upon the exemption from the securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the "1933 Act") and/or Rule 506 of Regulation D as promulgated by SEC under the 1933 Act.

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

2022 Half-year results

On July 29, 2022 Orano reported its 2022 half-year results (Presentation, Orano, JUL 29, 2022, View Source;2022-half-year-results—download.pdf?sfvrsn=b561a0cd_4 [SID1234619153]).

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AimedBio and GCcell collaborates on the next generation CAR-NK cell therapy development

On July 29, 2022 AimedBio and GC cell reported to have signed a co-development agreement for a CAR-NK cell therapy drug.

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The contract aims to derive candidates for CAR-NK drugs using AimedBio’s ‘AMB015’ antibodies that bind to cancer-specific proteins.

Through this collaboration, AimedBio hopes to expand their antibody-based therapeutics development area from ADCs to cell therapy.

(Press release, AimedBio, JUL 29, 2022, View Source;s_keyword=&s_where=&start=20 [SID1234656923])