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Novo Nordisk A/S – Share repurchase programme

On February 8, 2021 Novo Nordisk reported that initiated a share repurchase programme in accordance with Article 5 of Regulation No 596/2014 of the European Parliament and Council of 16 April 2014 (MAR) and the Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 (the "Safe Harbour Rules") (Press release, Novo Nordisk, FEB 8, 2021, View Source [SID1234577314]). This programme is part of the overall share repurchase programme of up to DKK 17 billion to be executed during a 12-month period beginning 3 February 2021.

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Under the programme initiated 3 February 2021, Novo Nordisk will repurchase B shares for an amount up to DKK 3.0 billion in the period from 3 February 2021 to 3 May 2021.

The details for each transaction made under the share repurchase programme are published on novonordisk.com.

Transactions related to Novo Nordisk’s incentive programmes have resulted in a net transfer from Novo Nordisk of 950,648 B shares in the period from 3 February 2021 to 5 February 2021. The shares in these transactions were not part of the Safe Harbour repurchase programme.

With the transactions stated above, Novo Nordisk owns a total of 39,231,660 B shares of DKK 0.20 as treasury shares, corresponding to 1.7% of the share capital. The total amount of A and B shares in the company is 2,350,000,000 including treasury shares.

Novo Nordisk expects to repurchase B shares for an amount up to DKK 17 billion during a 12- month period beginning 3 February 2021. As of 5 February 2021, Novo Nordisk has since 3 February 2021 repurchased a total of 290,000 B shares at an average share price of DKK 447.44 per B share equal to a transaction value of DKK 129,758,188.

Revolution Medicines Announces Closing of Upsized Public Offering of Common Stock and Full Exercise of Underwriters’ Option to Purchase Additional Shares

On February 8, 2021 Revolution Medicines, Inc. (Nasdaq:RVMD) reported the closing of an underwritten public offering of 6,666,666 shares of common stock at a public offering price of $45.00 per share, before underwriting discounts and commissions (Press release, Revolution Medicines, FEB 8, 2021, View Source [SID1234575015]). The shares of common stock issued and sold in the offering include 869,565 shares issued upon exercise in full by the underwriters of their option to purchase additional shares of common stock at the public offering price, less underwriting discounts and commissions. The gross proceeds from the offering, before deducting underwriting discounts and commissions and other offering expenses payable by Revolution Medicines, were $300 million. All shares in the offering were offered by Revolution Medicines.

J.P. Morgan, Cowen, SVB Leerink and Guggenheim Securities acted as the joint book-running managers for the offering.

A registration statement relating to the shares sold in this offering was declared effective by the Securities and Exchange Commission on February 3, 2021. The offering was made only by means of a prospectus, copies of which may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at [email protected]; Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn: Prospectus Department, by email at [email protected] or by telephone at (833) 297-2926; SVB Leerink LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA, 02110, by telephone at 1-800-808-7525, ext. 6105, or by email at [email protected]; or Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544, or by email at [email protected].

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.

Autolus Announces Proposed Public Offering in the United States

On February 8, 2021 Autolus Therapeutics plc (Nasdaq: AUTL), a clinical-stage biopharmaceutical company developing next-generation programmed T cell therapies, reported that it has commenced an underwritten public offering of up to $100 million of its American Depositary Shares ("ADSs"), each ADS representing one ordinary share (Press release, Autolus, FEB 8, 2021, View Source [SID1234574929]). All ADSs to be sold in the proposed offering will be offered by Autolus. Autolus also intends to grant the underwriters a 30-day option to purchase up to an additional $15 million of ADSs at the public offering price, on the same terms and conditions. The offering is subject to market conditions, and there can be no assurance as to whether or when the offering may be completed or the actual size or terms of the offering.

J.P. Morgan and Wells Fargo Securities are acting as joint bookrunners for the offering. Kempen & Co, Mizuho Securities and Needham & Company are acting as co-managers.

The securities are being offered pursuant to an effective shelf registration statement that was previously filed with the Securities and Exchange Commission ("SEC"). A preliminary prospectus supplement relating to the securities will be filed with the SEC and will be available on the SEC’s website at www.sec.gov.

When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to these securities may be obtained for free from either of the joint book-running managers for the offering, J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at +1 866 803 9204 or by email at [email protected]; or Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 500 West 33rd Street, New York, New York, 10001, at (800) 326-5897 or email a request to [email protected]. For the avoidance of doubt, such prospectus will not constitute a "prospectus" for the purposes of Regulation (EU) 2017/1129 and will not have been reviewed by any competent authority in any member state in the European Economic Area.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

Sorrento Announces Subsidiary Company – ADNAB, Inc. – to Develop and Commercialize ADNAB™ Platform Products for Hematological Malignancies and Solid Tumors Based on an Exclusive Technology License From the Mayo Clinic

On February 8, 2021 Sorrento Therapeutics, Inc. (Nasdaq: SRNE, "Sorrento") reported the formation of ADNAB, Inc., a subsidiary Company, that will develop and commercialize a Mayo Clinic-developed technology platform for the manufacture of antibody-drug conjugates (ADC), each called an ADNAB (Press release, Sorrento Therapeutics, FEB 8, 2021, View Source [SID1234574827]).

An ADNAB is an immune complex of nanoparticle albumin-bound drug products e.g., nab-paclitaxel, which are non-covalently conjugated with tumor-targeting monoclonal antibodies (mAb’s). The ADNAB platform was developed by Svetomir Markovic, M.D., Ph.D., and his research team at Mayo Clinic. To date, Dr. Markovic’s team have successfully formed nine (9) potential ADNAB candidates, including two (2) that are currently enrolling in an FDA supervised, investigator-initiated human trial.

Utilizing Sorrento’s G-MAB library of fully humanized monoclonal antibodies, the ADNAB platform will generate a broad portfolio of product candidates targeting liquid and solid tumors. "We believe this platform has broad potential." said Henry Ji, Ph.D., Chairman and CEO of the newly formed ADNAB, Inc. "Our Vision, is to extend the reach of this platform to therapeutic areas beyond oncology; we have already begun work on an ADNAB for auto-immune diseases."

Mayo Clinic physician Tom Habermann, M.D., serves as the Principal Investigator for Study LS1681, which is evaluating a rituximab-ADNAB in relapsed/refractory B-cell lymphomas. Relapsed-Refractory Diffuse Large B Cell Lymphoma (RR DLBCL), which accounts for approximately one-third of patients with DLBCL, remains a major cause of morbidity and mortality.

"I think this technology has the potential to be impactful" said Bradley J. Monk, M.D., Professor of Gynecologic Oncology at the University of Arizona College of Medicine. "I’m especially excited by the flexibility of this platform and I’m anxious to see what we might be able to do with a product that targets CA-125," added Dr. Monk.

"The Mayo team has spent years fine-tuning this technology and now we have a collaborator that can provide the resources necessary to accelerate and scale this program," said Svetomir Markovic, M.D., Ph.D., who discovered and developed the ADNAB platform technology.

"The published clinical studies testing this platform technology are encouraging and we are looking forward to working with the Mayo team on both the ongoing and future clinical studies. Unquestionably, Sorrento and Mayo share the common goal of utilizing this technology to develop multiple therapies for the possible benefit of cancer patients," noted Ji.

ADNAB, Inc. plans to file multiple INDs this year; and to request Breakthrough Therapy designation from the FDA in both ovarian and endometrial cancers.

Entry Into a Material Definitive Agreement

On February 8, 2021, Iovance Biotherapeutics, Inc. (the "Company") reported that it entered into an Open Market Sale Agreement (the "Sales Agreement") with Jefferies LLC ("Jefferies") with respect to an "at the market" offering program, under which the Company may, from time to time in its sole discretion, issue and sell through Jefferies, acting as sales agent, up to $350.0 million of shares of the Company’s common stock, par value $0.000041666 per share (the "Common Shares") (Filing, 8-K, Iovance Biotherapeutics, FEB 8, 2021, View Source [SID1234574796]). The issuance and sale, if any, of the Common Shares by the Company under the Sales Agreement will be made pursuant to a prospectus supplement, dated February 8, 2020, to the Company’s registration statement on Form S-3ASR, originally filed with the Securities and Exchange Commission on May 27, 2020, which became effective immediately upon filing.

Pursuant to the Sales Agreement, Jefferies may sell the Common Shares by any method permitted by law deemed to be an "at the market" offering as defined in Rule 415 of the Securities Act of 1933, as amended (the "Securities Act"). Jefferies will use commercially reasonable efforts consistent with its normal trading and sales practices to sell the Common Shares from time to time, based upon instructions from the Company (including any price or size limits or other customary parameters or conditions the Company may impose).

The Company will pay Jefferies a commission of up to 3.0% of the gross sales proceeds of any Common Shares sold through Jefferies under the Sales Agreement.

The Company is not obligated to make any sales of Common Shares under the Sales Agreement. The offering of Common Shares pursuant to the Sales Agreement will terminate upon the earlier to occur of (i) the issuance and sale, through Jefferies, of all Common Shares subject to the Sales Agreement and (ii) termination of the Sales Agreement in accordance with its terms.

The Sales Agreement contains representations, warranties and covenants that are customary for transactions of this type. In addition, the Company has agreed to indemnify Jefferies against certain liabilities, including liabilities under the Securities Act and the Securities Exchange Act of 1934, as amended.

The foregoing description of the Sales Agreement is not complete and is qualified in its entirety by reference to the full text of the Sales Agreement, a copy of which is filed herewith as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The legal opinion of DLA Piper LLP (US) as to the legality of the Common Shares is being filed as Exhibit 5.1 to this Current Report on Form 8-K.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.