On February 18, 2020, Agenus Inc. (the "Company") reported that it has entered into an amendment (the "Amendment") with certain existing investors, pursuant to which the Company (Filing, 8-K, Agenus, FEB 18, 2020, View Source [SID1234554660]):

extended the maturity date of the $14.0 million senior subordinated promissory notes previously issued in 2015 (the "2015 Notes") by three years from February 20, 2020 to February 20, 2023;

extended the exercise period of the warrants to purchase 1,400,000 shares of the Company’s common stock previously issued in 2015 by three years from February 20, 2020 to February 20, 2023; and

issued new warrants to purchase 675,000 shares of the Company’s common stock with a term of five years and an exercise price of $4.48 per share, which represented a 20% premium over the 30-day average trailing closing price of the Company’s common stock (the "New Warrants").

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A brief description of the terms and conditions of the 2015 Notes can be found in Item 2.03 of the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 26, 2015 and such brief description is incorporated by reference herein.

The securities issued in connection with the Amendment were issued in reliance on the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended (the "Securities Act"). Neither the New Warrants nor the underlying shares of common stock have been registered under the Securities Act. Neither the New Warrants nor such underlying shares of common stock may be offered or sold in the United States absent registration or an applicable exemption from registration requirements. No commission or other remuneration was paid or given directly or indirectly for soliciting such issuance.