Entry into a Material Definitive Agreement

On November 23, 2019, Adaptimmune Therapeutics plc (the "Company") reported that it has entered into Amendment No. 1 effective as of November 18, 2019 (the "Amendment") to the License Agreement and Sublicense Agreement effective as of December 19, 2012 (the "License Agreements") and the Commercial Development and Supply Agreement effective as of June 1, 2016 (the "Supply Agreement"), which the Company entered into with Life Technologies Corporation, an affiliate of Thermo Fisher Scientific Inc (Filing, 8-K, Adaptimmune, NOV 23, 2019, View Source [SID1234551693]). The Amendment changed the License Agreements from exclusive licensing agreements to a non-exclusive agreement. The Amendment also contained adjustments to the Company’s minimum purchase obligations under the Supply Agreement. The foregoing description of the Amendment is only a summary of the material terms thereof, and does not purport to be complete. The description is qualified in its entirety by reference to the Amendment, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

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Ziopharm Oncology Presents Encouraging Clinical Data for Controlled IL-12 for the Treatment of Recurrent Glioblastoma at the 2019 Society for Neuro-Oncology Annual Meeting

On November 23, 2019 Ziopharm Oncology, Inc. ("Ziopharm" or the "Company") (Nasdaq:ZIOP), reported the presentation of new interim analyses of clinical data from two ongoing substudies in its Controlled IL-12 platform, or Ad-RTS-hIL-12 plus veledimex (Ad+V), both as monotherapy and in combination with a PD-1 inhibitor, for the treatment of recurrent or progressive glioblastoma multiforme (rGBM) in adults, at the 2019 Society for Neuro-Oncology (SNO) Annual Meeting in Phoenix (Press release, Ziopharm, NOV 23, 2019, View Source [SID1234551642]).

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"Recurrent GBM is a complex disease which grows by walling itself off from the immune system, making it so devastating. It appears that placing IL-12 within the tumor and then controlling the production of this cytokine, drives T cells into the tumor, enabling the immune system to adapt, which leads to anti-tumor activity," said Laurence Cooper, M.D., Ph.D., CEO of Ziopharm. "We are encouraged by the findings presented at SNO, as we advance the clinical development of Controlled IL-12 as a monotherapy and in combination with immune checkpoint inhibitors, including a phase 2 study which is currently enrolling."

The Company announced in February 2019 the completion of the enrollment in an "Expansion" substudy (Clinicaltrials.gov NCT03679754) that enlarged the phase 1 "Main" trial (Clinicaltrials.gov NCT02026271) by an additional 36 patients with rGBM receiving Ad-RTS-hIL-12 plus 20mg/day veledimex for up to 14 days. Results from this substudy were presented yesterday (7:30 pm MST) in a poster presentation titled "Survival of Subjects with Recurrent Glioblastoma Receiving Intra-tumoral Administration of IL-12 Managed with Low-dose Dexamethasone":

Interim Update Reported

Decrease in tumor from baseline (time of Ad+V administration) resulting in a patient’s lesion being too small to measure, assessed as a partial response (per iRANO), with follow up ongoing

Subjects were comparable to the Main study except a higher percentage in the Expansion substudy had multifocal disease vs. unifocal disease and fewer recurrences

Based on study design there was, as expected, a higher percentage of subjects in the Expansion substudy as compared with Main study (75% vs 40%) who received low-dose concurrent steroids

Local, regulated IL-12 production using Ad+V in subjects with rGBM rapidly and safely activates the immune system

Peak serum IL-12 at Day 3 with downstream production of endogenous IFN-g peaking at Day 7 in Expansion substudy (and Main study)

MRI findings of pseudoprogression, consistent with immune-mediated anti-tumor effects

20mg V subjects (Main + Expansion, n=20) with unifocal disease at entry, receiving low-dose steroids (defined as <20 mg cumulative dosing of dexamethasone) continued to show a trend towards longer median overall survival (mOS, 16.2 months)

Adverse reactions (ARs) were consistent with prior studies of Ad+V, predictable, dose-related, and promptly reversible upon discontinuation of veledimex

No drug-related deaths were reported

In the Main study, six subjects with unifocal disease at entry, receiving low-dose steroids (defined as <20 mg cumulative dosing of dexamethasone) were previously reported to have mOS of 17.8 months. The mOS for these patients in the Expansion substudy (n=14) has not been reached at a mean follow up of 9.7 months.

Literature shows that multifocal GBM is associated with worse prognosis compared to unifocal disease. 1,2 The data from the Main study and the Expansion substudy are consistent with this prognosis, with mOS of 10.1 months for patients (n=13) with multifocal disease at entry that received 20mg veledimex and low-dose steroids.

The Company previously reported on serial biopsies in patients with rGBM which demonstrated Controlled IL-12 resulted in sustained influx of T cells with upregulation of PD-1 expression. This supports combining Ad-RTS-hIL-12 plus veledimex for up to 14 days with the PD-1 inhibitor nivolumab (Clinicaltrials.gov NCT03636477). The Company announced completion of dose escalation in June 2019 and recently reported enrollment of an additional 12 patients at the highest dosing level. Data and observations presented today (5 pm MST) in a poster presentation titled "PD-1 Inhibition can be Combined with IL-12 in Subjects with Recurrent Glioblastoma":

Interim Update Reported

Decrease by 64% in a patient’s tumor from baseline (time of Ad+V administration) resulting in a partial response (per iRANO) with follow up ongoing

Enrollment is complete per 3+3 (Ad+V and nivolumab) dose-escalation, as well as an additional 12 patients enrolled to the third cohort (highest dose)

Cancer Manag Res. 2018;10:4229–4235

Int. J. Mol. Sci. 2017, 18, 2469

Mean follow up is 4.8 months (with a minimum of 0.9 months and a maximum of 16.9 months); active dosing is ongoing, and mOS has not been reached

Serum IL-12 was detected in all subjects following initiation of Ad+V, which is consistent with previously reported data on Ad+V as monotherapy

MRI findings of pseudoprogression, consistent with immune-mediated impact on tumor

No dose limiting toxicities, no serious adverse events that were considered related to the combination with nivolumab and no clinically significant overlapping toxicities were observed

Drug-related toxicities in the combination substudy were comparable to the Main study, being predictable, dose-related, and promptly reversible upon discontinuation of veledimex and with no drug related deaths

"The two phase 1 trials evaluating Controlled IL-12 yield encouraging clinical data. We now have the experience to dose Ad-RTS-hIL-12 + veledimex as monotherapy and in combination with immune checkpoint inhibitors in patients with recurrent glioblastoma. While it is early days, the approach appears to be working as we can regulate IL-12 using a switch, we see evidence of pseudoprogression followed by anti-tumor effects, and there is encouraging survival in some patients with rGBM which is typically rapidly fatal," said Dr. Antonio Chiocca, M.D., Ph.D., poster author and Professor of Neurosurgery at Harvard Medical School, Surgical Director of the Center for Neuro-Oncology at Dana-Farber Cancer Institute, and Chairman of Neurosurgery and Co-Director of the Institute for the Neurosciences at Brigham and Women’s Hospital.

"Recurrent glioblastoma is a devastating brain cancer with few treatment options demonstrating success and a significant need for new treatment options. The Controlled IL-12 platform, that appears to have activity as monotherapy, supports combining Controlled IL-12 with a PD-1 inhibitor. This combination builds on a solid scientific rationale and has yielded data of relevant immune activity that supports continued development," Rimas Lukas, M.D., poster author and Associate Professor of Neurology (Neuro-Oncology), Northwestern University Feinberg School of Medicine and Department of Neurology, University of Chicago.

These data support Ziopharm’s continued development of its Ad-RTS-hIL-12 plus veledimex as a drug to control the production of IL-12 as monotherapy and in combination with PD-1 inhibition. The Company commenced a phase 2 trial to evaluate Controlled IL-12 in combination with Regeneron Pharmaceuticals’ PD-1 antibody Libtayo (cemiplimab-rwlc) in June 2019.

Learn more about Controlled IL-12 online at View Source The posters presented at the SNO 2019 Annual Meeting will be available on the Company’s website in the "Scientific and Medical Publications" section.

Entry into a Material Definitive Agreement

On November 22, 2019,Generex Biotechnology Corporation ("Generex") reported that it has entered into a definitive Stock Purchase Agreement (the "SPA") for the purchase of 51% of the outstanding capital stock (the "ALTuCELL Stock") of GH Care, Inc. DBA ALTuCELL, Inc.("ALTuCELL"). The ALTuCELL Stock consists of newly issued shares of ALTuCELL (Filing, 8-K, Generex, NOV 22, 2019, View Source [SID1234554201]).

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ALTuCELL has a broad patent portfolio for cell encapsulation technology and cellular therapy The ALTuCELL patent portfolio includes global patents for the AltuCapsÒ cell encapsulation platform, together with patents for the chemistry, manufacturing, and ultra-purification of capsules. ALTuCELL has also been granted a wide-ranging patent, Microencapsulation of Myofibroblasts (Stem cells) Isolated from Wharton Jelly for Prevention and Treatment of Autoimmune and Inflammatory Diseases.

Gary Harlem is ALTuCELL’s President & Chief Executive Officer.

Under the SPA, in exchange for the ALTuCELL Stock, Generex will

•Issue to ALTuCELL 1,600,000 shares of Generex common stock with an initial attributed value of $2.50 per share. If the market price per share of the Generex common stock is below $2.50 on the 6-month anniversary of the closing date, the attributed price of the Generex shares will be repriced to market with a floor of $1.25 per share, and Generex will deliver the number of GNBT shares required to make up the difference in total value.
•Pay $2.5 million in cash ($112,000 of which has already been paid).
In addition to stock and cash at closing, Generex has agreed to pay up to an aggregate of $3,500,000 to ALTuCell upon ALTuCell’s attainment of certain milestones, as follows:

$500,000 upon initiating a first-in-human clinical trial of Altsulin, microencapsulated Sertoli Cells.
$2,000,000 upon initiating a human clinical trial of a cell therapy product using ALTuCAPS microencapsulation technology in the United States.
$1,000,000 upon completing a business development deal with a biopharmaceutical company partner.

The milestone payment shall be made in cash or Generex stock at ALTuCELL’s option. Generex stock will have an attributed value of the lower or $2.50 per share or the market price at time of milestone attainment, but no lower than $1.25

If Generex fails to make a milestone payment within 60 days of ALTuCELL achieving a milestone, Generex will be required to return ALTuCELL Stock commensurate with the failed milestone payment.

Closing of the transaction, anticipated to occur before the end of December, 2019, is subject to customary conditions, including each party’s satisfaction with its due diligence and board of directors’ approval.

Following closing, for so long as Generex owns not less than fifty-one percent (51%) of the issued and outstanding equity securities of ALTuCELL, the size of ALTuCELL’s Board of Directors shall be set at five (5) composed of (i) the CEO of ALTuCELL, (ii) one officer of ALTuCELL, (iii) the CEO of Generex, (iv) one appointee of the Generex, and (v) one independent director, mutually agreed upon by Generex and ALTuCELL.

ALTuCELL is required to deliver certain audited financial statements at Closing. In the event that the financial statements are not delivered Generex is entitled, in its sole discretion, to rescind the transaction.

Medical Marijuana, Inc. Reports $17.7 Million in Revenue in Q3 2019 Financial Results

On November 22, 2019 Medical Marijuana, Inc. ("the Company") (OTC: MJNA), the first-ever publicly traded cannabis company in the United States that launched the world’s first-ever cannabis-derived nutraceutical products, brands and supply chain, reported its financial results for the quarter ended September 30, 2019, and provided an overview of recent operational highlights (Press release, Medical Marijuana Sciences, NOV 22, 2019, View Source [SID1234551626]).

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Third Quarter 2019 Financial and Operating Highlights

Generated $17.7 million in revenue for the third quarter of 2019;
Year to date revenue of $58.6 million, a 30% increase over the same period in 2018;
Generated $271,567 of cash from operations in the quarter ended September 30, 2019, with total cash balance of $5.5 million at quarter-end;
Year to date gross profit of $44.5 million, nearly a 44% increase over the same period in 2018;
Cost of Goods Sold for the first nine months decreased as a percentage of sales from 31.4% in 2018 to 24.1% in 2019;
Subsidiary Kannaway became a member of the European Industrial Hemp Association;
Subsidiary HempMeds launched its new CBD pet product line, Hemp for Pets;
The Company and its subsidiary Kannaway were honored with two Stevie Award International Business Awards;
The Company reached a one-year milestone in its high-level CBD hemp oil stability study;
Subsidiary Kannaway entered a partnership with Endocanna Health to create and sell endocannabinoid DNA testing products;
The Company was listed as a Top 5 Company in the Hemp-Based CBD Market by equity research firm Avise Analytics, Ltd.;
Subsidiary HempMeds Brasil signed an agreement with major online marketplace Dr. Cannabis.
"Medical Marijuana, Inc. and its subsidiaries are excited to continue operating as one of the hemp-based CBD industry pioneers. We are very confident in the continued growth of the global CBD market and encouraged by regulatory developments including the White House’s approval of the U.S. Department of Agriculture’s federal hemp production rules," said Medical Marijuana, Inc. CEO Dr. Stuart Titus. "In the future, we intend to continue scaling our operations to meet the high demands for products across the globe."

Operating Results – Q3 2019 Compared to Q3 2018

Sales for the third quarter of 2019 exceeded $17.7 million, a decrease of 3% over Q3 2018. The Company executed on a strategic profitability plan that resulted in gross margins increasing from 73.8% in Q3 of 2018 to 75.2% in Q3 of 2019.

Toca 5 Phase 3 Trial Results Presented at the Society for Neuro-Oncology Annual Meeting

On November 22, 2019 Tocagen Inc. (Nasdaq: TOCA), a clinical-stage, cancer-selective gene therapy company, reported presentation of the full results from the Toca 5 Phase 3 trial evaluating Toca 511 & Toca FC in patients with recurrent high grade glioma (HGG) at the Society for Neuro-Oncology (SNO) Annual Meeting (Press release, Tocagen, NOV 22, 2019, View Source [SID1234551625]). The data were presented on behalf of the Toca 5 clinical investigators by Timothy Cloughesy, M.D., professor of neurology and director of the neuro-oncology program at the University of California, Los Angeles and principal investigator for the Toca 5 trial.

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Trial design and demographics
Toca 5 was a Phase 3 randomized trial of Toca 511 & Toca FC in patients with recurrent HGG, undergoing resection. The trial involved 67 sites globally and enrolled 403 patients. Patients were randomized 1:1 prior to surgical resection to receive either the Toca 511 & Toca FC regimen or standard of care (SOC) treatment (lomustine, temozolomide or bevacizumab). The primary endpoint of the trial was overall survival (OS) and secondary endpoints included durable response rate, durable clinical benefit rate, duration of durable response and overall survival at 12 months. Patients were stratified based on IDH1 mutation status, KPS and geographic region. The baseline demographics and disease characteristics of the study were well balanced in the intent to treat populations and the 26 pre-specified subgroups.

Results
As previously announced, the trial did not meet the primary or secondary endpoints. The safety, tolerability and adverse event profile of Toca 511 & Toca FC was as expected for this patient population. In the ITT population, the median number of cycles of Toca FC was two and the median number of cycles across the SOC options ranged from two to four.

In a pre-planned subgroup analysis, subjects with second recurrence (N=60) showed a 57% risk reduction for death when treated with Toca 511 and Toca FC (21.82 months median OS compared to 11.14 months, HR=0.43, p=0.0162) representing an approximate doubling of survival. Further analysis of the second recurrence subgroup showed that patients with IDH1 mutations and anaplastic astrocytoma (AA), had the greatest survival benefit (HR=0.102, p=0.009). Second recurrence patients with IDH1 mutations and AA received a median of six cycles of Toca FC compared to a median of three cycles across the SOC options.

"The positive outcome for patients at second recurrence in the Toca 5 trial are compelling, despite the disappointment of the overall trial results," said Dr. Cloughesy. "Combined with an acceptable safety profile, these data support a potential opportunity to address the high unmet needs of this well-defined patient population and should inform any future development of the Toca 511 & Toca FC regimen."

In addition, molecular data from the Toca 5 trial were presented by Michael A. Vogelbaum, M.D., Ph.D., program leader of neuro-oncology and chief of neurosurgery at the Moffitt Cancer Center, at the Society for Neuro-Oncology and Society for CNS Interstitial Delivery of Therapeutics’ 3rd Joint Conference on Therapeutic Delivery to the CNS. Data indicated that the immunological profile at baseline was well balanced between the two arms of the trial. In addition, data showed that patients in the second recurrence, IDH1 mutations and AA subgroups had a more robust immune profile prior to treatment. These data suggest that patients within these subgroups may have been favorably predisposed to generate anti-tumor immune responses.

"We have conducted a thorough analysis of the Toca 5 data and a subgroup of patients appear to benefit from treatment with Toca 511 & Toca FC," said Marty Duvall, chief executive officer of Tocagen. "We have submitted the data to FDA and anticipate providing an update once we have more clarity on potential next steps for our recurrent brain cancer program."

Copies of Dr. Cloughesy’s and Dr. Vogelbaum’s presentations are available on Tocagen’s website.