SomaLogic Adds $81M to Series A Financing Totaling $214M

On December 22, 2020 SomaLogic, Inc., global leader in proteomic discovery and applications transforming biomedical discovery and clinical diagnostics, reported that it added $81M to its current funding round with investments from a number of additional investors, for a total Series A raise of $214M (Press release, SomaLogic, DEC 22, 2020, View Source [SID1234577552]). The funds raised in this round will facilitate improving, expanding and commercializing SomaLogic’s world-leading proteomic products in both the clinical and life science markets.

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The Series A financing round was led by noted life science investor Casdin Capital, with participation in the first November close from Farallon Capital Management, Foresite Capital, funds and accounts advised by T. Rowe Price Associates, Inc., Blue Water Life Science Advisors, Madryn Asset Management, Fiscus Ventures and Reimagined Ventures (affiliates of Magnetar Capital), Monashee Investment Management, Mossrock Capital, Soleus Capital and others.

In this second close, additional financial investors include Janus Henderson Investors, Redmile Group, Logos Capital, Revelation Partners, Ziff Capital Healthcare Ventures, Boston Millennia Partners and Millennium Management. Strategic investors from a number of premier organizations that span the current and future proteomics market include Novartis, Amgen, Intermountain Ventures and NEC Solution Innovators, Ltd. Cowen was an advisor in this effort.

SomaLogic’s SomaScan Platform technology offers biopharmaceutical and academic researchers unparalleled and reliable coverage of the proteome for revealing new biology, identifying new drug targets, and assessing the effects of current and potential new drug treatments. SomaLogic recently expanded the number of proteins measured by their platform from 5,000 to more than 7,000.

SomaLogic’s growing menu of clinically relevant SomaSignal tests promise a new paradigm of empowering clinicians and individuals to more effectively manage health in real time, with a powerful and first-in-class set of proteomics-based diagnostic tools.

"We are very excited to have these financing partners for the next phase of our strategic growth – a syndicate that unequivocally represents the best of those involved in supporting and growing life sciences tools and leading edge diagnostics companies, and several that represent the growing market for our products as well," said SomaLogic Chief Executive Officer Roy Smythe, M.D. "Proteomics will increasingly transform life sciences research and clinical care in ways previously unimagined and we are now positioned at the very forefront of that endeavor."

"This financing positions SomaLogic to continue to lead in the exploration of the proteome through its powerful technology platform," said Chief Investment Officer and Casdin Founder, Eli Casdin. "We’re excited to partner with the team to build off the decades of trailblazing science and validating partnerships with world-class collaborators to expand access to the technology and to drive value to the clinical and life science ecosystem."

Cowen served as sole placement agent to SomaLogic for the private placement, and Reed Smith LLP served as legal counsel for the transaction.

Entry into a Material Definitive Agreement

On December 22, 2020, Gritstone Oncology, Inc. (the "Company") reported that it entered into a Securities Purchase Agreement (the "Purchase Agreement") with certain purchasers identified on the signature pages thereto (the "Purchasers"), pursuant to which the Company has agreed to sell to the Purchasers, in an unregistered offering, shares of common stock, par value $0.0001 per share (the "Common Stock"), and pre-funded warrants to purchase shares of Common Stock for aggregate gross proceeds to the Company of approximately $110.0 million (the "Private Placement") (Filing, 8-K, Gritstone Oncology, DEC 22, 2020, View Source [SID1234573275]). The Private Placement is being conducted in accordance with applicable Nasdaq rules and priced at the "Minimum Price" (as defined in the Nasdaq rules).
The closing of the Private Placement occurred on December 28, 2020 (the "Closing"). Pursuant to the Purchase Agreement, the Company agreed to sell and certain Purchasers agreed to purchase (i) an aggregate of 5,543,351 shares of Common Stock (the "Shares") at a per share purchase price of $3.34, the Nasdaq Official Closing Price of the Company’s Common Stock on December 22, 2020, and (ii) pre-funded warrants to purchase an aggregate of 27,480,719 shares of Common Stock (the "Pre-Funded Warrant" and together with the Shares, the "Securities"). The Pre-Funded Warrants will expire when exercised in full, will have a nominal exercise price of $0.01 per share, and are immediately exercisable upon issuance. The exercise price and number of shares of Common Stock issuable upon the exercise of the Pre-Funded Warrants will be subject to adjustment in the event of any stock dividends and splits, reverse stock split, recapitalization, reorganization or similar transaction, as described in the Pre-Funded Warrants.

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The Company has agreed to file a resale registration statement with the Securities and Exchange Commission as soon as practicable, and in all events within 30 days after the Closing, to register the resale of the Securities issued at the time of the Closing.
Cowen & Company LLC is acting as sole placement agent for the Private Placement.

Helix BioPharma Corp. Finalizes Polish Subsidiary Divestiture

On December 22, 2020 Helix BioPharma Corp. (TSX: HBP) ("Helix" or the "Company"), a clinical-stage biopharmaceutical company developing unique therapies in the field of immuno-oncology based on its proprietary technological platform DOS47, reported that it has closed the transaction with CAIAC Fund Management AG ("CAIAC") for the Company’s remaining holdings in its Polish subsidiary, Helix Immuno-Oncology S.A. ("HIO"), for gross proceeds of PLN 6,700,000 (CAD2,308,000) (Press release, Helix BioPharma, DEC 22, 2020, View Source [SID1234573251]).

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As announced on November 9, 2020, the Company signed a definitive agreement with CAIAC to purchase Helix’s remaining holdings in HIO.

On August 28, 2020, CAIAC, as portfolio manager for Biotech Opportunity Fund ("Opportunity Fund"), announced that it acquired control and direction over, and Opportunity Fund had acquired beneficial ownership of, 26,363,172 common shares of the Company, representing approximately 19.83% of the Company’s issued and outstanding common shares on a non-diluted basis. Consequently, the disposition of the shares of HIO by Helix pursuant to the Transaction is considered a related party transaction within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on exemptions from the formal valuation and minority approval requirements in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the Transaction on the basis that the directors of the Company, acting in good faith, have determined that, as of the date that the Transaction was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the Transaction insofar as it involves "interested parties" (as such term is defined in MI 61-101) exceeds 25% of the Company’s market capitalization.

ACM Alpha Consulting Management Est. will be entitled to a 12.5% fee in connection with the closing of the Transaction

Amgen Submits Sotorasib Marketing Authorization Application To The European Medicines Agency

On December 22, 2020 Amgen (NASDAQ: AMGN) reported submission of a Marketing Authorization Application (MAA) to the European Medicines Agency (EMA) for sotorasib, an investigational KRASG12C inhibitor, for the treatment of adult patients with previously treated KRAS G12C-mutated locally advanced or metastatic non-small cell lung cancer (NSCLC) (Press release, Amgen, DEC 22, 2020, View Source [SID1234573242]).

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"Just over two years since the first patient was dosed, sotorasib is now on track to potentially be the first approved targeted therapy for patients with previously treated NSCLC harboring the KRAS G12C mutation," said David M. Reese, M.D., executive vice president of Research and Development at Amgen. "With this submission to EMA, Amgen is continuing to rapidly advance the KRASG12C inhibitor clinical program to bring this innovative potential therapy to patients globally as quickly as possible."

KRAS G12C is the most common KRAS mutation in NSCLC.1 Approximately 13% of patients with NSCLC harbor the KRAS G12C mutation and each year approximately 33,000 new patients in the EU-27 are diagnosed with KRAS G12C-mutated NSCLC.1,2 There is a high unmet need and poor outcomes in the second-line treatment of KRAS G12C-driven NSCLC and, currently, there are no KRAS G12C targeted therapies approved. 3,4,5

The submission is supported by positive Phase 2 results in patients with locally advanced or metastatic NSCLC with KRAS G12C mutation from the CodeBreaK 100 clinical study, whose cancer had progressed despite prior treatment with chemotherapy and/or immunotherapy. In the Phase 1 study, treatment with sotorasib provided durable anticancer activity with a positive benefit-risk profile.6 These results will be presented at the International Association for the Study of Lung Cancer (IASLC) 2020 World Conference on Lung Cancer (WCLC) Presidential Symposium in January 2021.

About Sotorasib
Amgen has taken on one of the toughest challenges of the last 40 years in cancer research by developing sotorasib, an investigational KRASG12C inhibitor.7 Sotorasib was the first KRASG12C inhibitor to enter the clinic and is being studied in the broadest clinical program exploring 10 combinations with global sites spanning four continents. In just over two years, the sotorasib clinical program CodeBreaK has established the deepest clinical data set with more than 600 patients studied across 13 tumor types.

Sotorasib has demonstrated a positive benefit-risk profile with fast, deep and durable anticancer activity in patients with advanced non-small cell lung cancer (NSCLC) harboring the KRAS G12C mutation with a once daily oral formulation. Promising responses have also been observed in multiple other solid tumors.7

About CodeBreaK
The CodeBreaK clinical development program for Amgen’s investigational drug sotorasib is designed to treat patients with an advanced solid tumor with the KRAS G12C mutation and address the longstanding unmet medical need for these cancers. As the most advanced KRAS G12C clinical development program, CodeBreaK has enrolled more than 600 patients across 13 tumor types since its inception.

CodeBreaK 100, the Phase 1 and 2, first-in-human, open-label multicenter study, enrolled patients with KRAS G12C-mutated solid tumors. Eligible patients must have received a prior line of systemic anticancer therapy, consistent with their tumor type and stage of disease. The primary endpoint for the Phase 2 study was centrally assessed objective response rate. The Phase 2 trial in NSCLC enrolled 126 patients, 123 of whom had centrally evaluable lesions by RECIST at baseline. The Phase 2 trial in colorectal cancer (CRC) is fully enrolled and topline results are expected in 2021.

A global Phase 3 randomized active-controlled study comparing sotorasib to docetaxel in patients with KRAS G12C-mutated NSCLC (CodeBreaK 200) is currently recruiting. Amgen also has several Phase 1b combination studies across various advanced solid tumors (CodeBreaK 101) open for enrollment.

For information, please visit www.codebreaktrials.com.

About Amgen Oncology
Amgen Oncology is searching for and finding answers to incredibly complex questions that will advance care and improve lives for cancer patients and their families. Our research drives us to understand the disease in the context of the patient’s life – not just their cancer journey – so they can take control of their lives.

For the last four decades, we have been dedicated to discovering the firsts that matter in oncology and to finding ways to reduce the burden of cancer. Building on our heritage, Amgen continues to advance the largest pipeline in the Company’s history, moving with great speed to advance those innovations for the patients who need them.

At Amgen, we are driven by our commitment to transform the lives of cancer patients and keep them at the center of everything we do.

To learn more about Amgen’s innovative pipeline with diverse modalities and genetically validated targets, please visit AmgenOncology.com. For more information, follow us on www.twitter.com/amgenoncology.

GENPREX, INC. ANNOUNCES $12 MILLION
REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES, WITHOUT WARRANTS

On December 22, 2020 Genprex, Inc. (Nasdaq: GNPX) ("Genprex" or the "Company"), a clinical-stage gene therapy company focused on developing life-changing therapies for patients with cancer and diabetes, reported it has entered into a securities purchase agreement with a single healthcare-dedicated institutional investor for the purchase and sale of 3,116,884 shares of its common stock at a purchase price of $3.85 per share in a registered direct offering priced at-the-market under Nasdaq rules (Press release, Genprex, DEC 22, 2020, View Source [SID1234573228]). No warrants will be issued in connection with the transaction. The closing of the offering is expected to occur on or about December 24, 2020, subject to the satisfaction of customary closing conditions.

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A.G.P./Alliance Global Partners is acting as sole placement agent for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-239134) previously filed with the U.S. Securities and Exchange Commission (the "SEC"). A prospectus supplement describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC’s website located at View Source Electronic copies of the prospectus supplement may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected]. Before investing in this offering, interested parties should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that the Company has filed with the SEC that are incorporated by reference in such prospectus supplement and the accompanying prospectus, which provide more information about the Company and such offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.