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Immunic and 4SC AG Sign Agreement Regarding the Settlement of Royalty Obligations for Immunic’s Lead Program, IMU-838

On March 31, 2021 Immunic, Inc. (Nasdaq: IMUX), a clinical-stage biopharmaceutical company developing a pipeline of selective oral immunology therapies aimed at treating chronic inflammatory and autoimmune diseases, and 4SC AG (FSE Prime Standard: VSC), reported the signing of an agreement under which Immunic will settle its remaining obligation of a 4.4% royalty on net sales of selective oral DHODH inhibitor, IMU-838, for $17.25 million (Press release, Immunic, MAR 31, 2021, View Source [SID1234577449]). The transaction will be payable 50% in cash and 50% in shares of Immunic’s common stock.

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Immunic acquired lead program IMU-838 in September 2016 from 4SC AG through an asset acquisition, in exchange for a one-time upfront cash payment, future milestone payments and a royalty on net sales for a certain period. With completion of this transaction, no further payment obligations remain between Immunic and 4SC.

"Execution of this agreement with 4SC is key, as it provides us with 100% of the future sales potential of our lead asset, IMU-838," stated Daniel Vitt, Ph.D., Chief Executive Officer and President of Immunic. "Backed by exceptionally strong data generated by our phase 2 EMPhASIS trial in relapsing-remitting multiple sclerosis (RRMS), we are now planning to initiate a phase 3 trial during the second half of this year. We are excited to move our pipeline forward and the acquisition of the royalties will enable us to realize the full market potential of IMU-838, not only as a treatment for RRMS but also as a potential new therapeutic option for ulcerative colitis, Crohn’s disease, COVID-19, and primary sclerosing cholangitis, thereby driving significant future value for our shareholders."

Jason Loveridge, Ph.D., Chief Executive Officer of 4SC, added, "4SC is very pleased to conclude this transaction as it provides non-dilutive financing for our own oncology programs, extending our cash reach well into the second half of 2022. We are expecting exciting data from some key domatinostat programs, such as DONIMI in the neoadjuvant space, in 2021 and this transaction will help us move this and other key studies in Merkel cell carcinoma forward."

CELSION CORPORATION ANNOUNCES $15 MILLION REGISTERED DIRECT OFFERING

On March 31, 2021 Celsion Corporation (NASDAQ: CLSN) ("Celsion" or the "Company"), reported it has entered into definitive agreements with institutional investors for the purchase and sale of 11,538,462 shares of its common stock at a purchase price of $1.30 per share in a registered direct offering, for gross proceeds of $15 million before deducting placement agent fees and expenses (Press release, Celsion, MAR 31, 2021, View Source [SID1234577448]). The closing of the offering is expected to occur on or about April 5, 2021, subject to the satisfaction of customary closing conditions.

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

JonesTrading Institutional Services LLC and Brookline Capital Markets, a division of Arcadia Securities, LLC, are acting as co-placement agents for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-254515) previously filed with the U.S. Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended. 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.

Aptevo Therapeutics Reports 2020 Financial Results and Provides Business Update

On March 31, 2021 Aptevo Therapeutics Inc. (NASDAQ:APVO), a clinical-stage biotechnology company focused on developing novel immuno-oncology therapeutics based on its proprietary ADAPTIR and ADAPTIR-FLEX platform technologies, reported its financial results for the year ended December 31, 2020, provided a clinical update, announced the sale of RUXIENCE royalty payments and responded to an indication of interest from Tang Capital Partners, LP ("TCP") (Press release, Aptevo Therapeutics, MAR 31, 2021, View Source [SID1234577447]).

"We are very pleased with our performance in 2020 and believe we are well positioned for 2021 and beyond. Despite headwinds from the COVID-19 pandemic, we made significant progress executing our strategy to build shareholder value by applying our proprietary ADAPTIR and ADAPTIR-FLEX platforms to develop novel antibody-based immunotherapies for the treatment of cancer and other diseases. Notably, we announced that two patients in cohort 6 of our APVO436 Phase 1a clinical trial achieved complete remission. While the first patient in cohort 6 is no longer in a complete remission status, that patient is continuing therapy, and the second patient progressed and discontinued therapy," said Marvin L. White, President and Chief Executive Officer. "These responses indicate that we are now in a critical phase of the study, within the therapeutic range, and we look forward to advancing to the endpoint for Phase 1a. With these promising results, we are just beginning to demonstrate the power and potential of our proprietary platform technologies to help extend and save patients’ lives."

"We also made significant progress strengthening our financial position by selling the RUXIENCE royalty payment stream and amending our non-dilutive term loan from MidCap Financial, providing additional capital cushion to fund our promising clinical programs and operations. 2021 will be another important year for Aptevo as we continue to advance APVO436 in the clinic. With a stronger balance sheet, we are optimistic about the prospects for Aptevo and our ADAPTIR and ADAPTIR-FLEX candidates," concluded Mr. White.

Clinical Update

Aptevo has multiple candidates moving towards clinical development, and its ADAPTIR and ADAPTIR-FLEX technology platforms are uniquely positioned to develop and advance its studies.

To date, enrollment in the APVO436 trial cohorts 1 through 9 has been completed and enrollment in cohort 10 is ongoing. The Company has observed, as signs of clinical activity, stabilization of leukemia, a response that consequently deepened to partial remission and complete remission (CR) in two difficult to treat relapsed/refractory AML patients. Most patients have either completed their dose regimens or have discontinued dosing without a dose-limiting toxicity.

Additionally, Aptevo and Alligator Bioscience plan to file a clinical trial application (CTA) in Europe in 2021 and to subsequently commence first in human dosing in the fourth quarter of 2021.

Sale of RUXIENCE Royalty Payments to HealthCare Royalty Management; Amendment to Non-Dilutive Term Loan Agreement with MidCap Financial

On March 30, 2021, the Company entered into and closed a royalty purchase agreement (the "Royalty Purchase Agreement") with an entity managed by HealthCare Royalty Management, LLC ("HCR") pursuant to which the Company sold to HCR the right to receive all royalty payments made by Pfizer Inc. ("Pfizer") in respect of net sales of RUXIENCE. Under the terms of the Royalty Purchase Agreement, the Company received $35 million (the "Investment Amount") at closing and the Company is eligible to receive additional payments in aggregate of up to an additional $32.5 million based on the achievement of sales milestones in 2021, 2022, and 2023 (collectively, the "Milestone Amounts"). The Royalty Purchase Agreement further provides that, once HCR reaches aggregate royalty payments totaling 190% of the Investment Amount plus the Milestone Amounts to the extent paid by HCR to the Company, Aptevo will be entitled to receive 50% of any additional royalty payments by Pfizer thereafter. Piper Sandler acted as exclusive Financial Advisor to the Company for this transaction. Morgan Lewis acted as legal counsel to Aptevo.

In connection with the Royalty Purchase Agreement, the Company amended its term loan agreement with MidCap Financial and used $10 million of the proceeds received from the Royalty Purchase Agreement with HCR to pay down outstanding principal. $10 million of the remaining $15 million principal balance will be payable on March 31, 2022.

After receipt of the Investment Amount from HCR and the $10 million prepayment of the Credit Agreement to MidCap Financial, the Company’s cash runway is extended into Q2 2022. If earned, the $32.5 million potential future Milestone Amounts will provide additional non-dilutive funding to the Company.

Response to Indication of Interest from Tang Capital Partners

The Aptevo Board was open to exploring the indication of interest from TCP and made earnest efforts to evaluate it. However, it was unable to do so because it was unable to reach agreement with TCP on the terms of a customary non-disclosure agreement, including limitations on the use of confidential information by TCP. Had agreement on the terms of a non-disclosure agreement been reached, it would have permitted the exchange of confidential information and would have enabled both parties to conduct due diligence. In this early stage of the Company’s development, the Aptevo Board believes it is difficult for the market to accurately value the potential of Aptevo’s proprietary platform technologies and therapeutic candidates, which have just begun to demonstrate their effectiveness and potentially life-saving capabilities to the Company’s patients, shareholders and other stakeholders. The Board will continue to carefully evaluate any indications of interest and proposals for strategic transactions that it receives from current shareholders or otherwise, in line with its fiduciary duties and commitment to acting in the best interests of all of the Company’s shareholders.

2020 Highlights

Continued enrollment in APVO436 clinical trial, a Phase 1/1b dose escalation, open-label study evaluating the safety and pharmacokinetic profile of APVO436, a novel anti-CD123 x anti-CD3 targeted investigational bispecific antibody therapy being evaluated for the treatment of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). Dosing in Cohorts 1 through 9 is complete and enrollment in Cohort 10 has commenced.
Launched Aptevo’s second platform technology ADAPTIR-FLEX and introduced a new bispecific prostate cancer candidate APVO442 built on the ADAPTIR-FLEX platform. APVO442 is a unique T-cell engager targeting PSMA and CD3 for the treatment of prostate cancer, and Aptevo is optimistic about the potential outcomes for patients impacted by these tumors.
Agreed with our partner, Alligator Bioscience, to advance the bispecific 4-1BBx5T4 antibody ALG.APV-527 into Phase 1 Clinical Development.
APVO436 included in the Leukemia & Lymphoma Society’s Beat AML Master Clinical Trial; APVO436 being evaluated for frontline treatment in patients newly diagnosed with AML.
Sold worldwide rights to IXINITY to Medexus Pharmaceuticals, Inc. ("Medexus") for an upfront payment to Aptevo of $30 million; potential milestone payments totaling up to $11 million; and the opportunity to receive significant deferred payments ("royalties") on future U.S. and Canadian net sales of IXINITY. Royalties are earned at the rate of 2% of net revenue through the earlier of June 2022 or completion of the IXINITY pediatric trial being run by Medexus. After that, the royalty rate will increase to 5%.
Fully repaid Aptevo’s $20 million term debt facility with MidCap Financial in February 2020 and received additional non-dilutive funding through a $25 million term loan agreement with MidCap Financial on August 5, 2020.
Recorded $4.3 million of RUXIENCE royalty payments from Pfizer related to global sales of the product for the year ended December 31, 2020.
2020 Summary Financial Results

Cash Position: Aptevo had cash, cash equivalents, and short-term investments as of December 31, 2020 totaling $42.5 million, including restricted cash of $2.6 million. The restricted cash will release, in Aptevo’s favor, over the next twelve months.

Royalty Revenue: Royalty revenue increased by $4.3 million for the year ended December 31, 2020. The increase is related to a 2.5% royalty we are entitled to receive from Pfizer related to sales of RUXIENCE, a biosimilar to the drug RITUXAN, which was approved by the FDA in July 2019 and launched by Pfizer in early 2020. RUXIENCE is a trademark of Pfizer; RITUXAN is a trademark of Biogen.

Research and Development Expenses: Research and development expenses decreased by $6.9 million, to $17.9 million for the year ended December 31, 2020 from $24.8 million for the year ended December 31, 2019. Expenses decreased primarily related to decreased spending on programs discontinued in 2019. Additionally, pre-clinical program, general research and discovery costs decreased primarily due to decreased spending on outside testing and manufacturing for ALG.APV-527.

General and Administrative Expenses: For the year ended December 31, 2020, general and administrative expenses decreased by $2.2 million, or 14%, to $14.0 million from $16.2 million for December 31, 2019. This decrease was primarily due to reduced personnel and professional services costs.

Other Expense: Other expense consists primarily of gains or losses realized on foreign currency revaluation, costs related to debt extinguishment, accrued exit fees on debt, and interest on debt. Other expense was $3.4 million for the year ended December 31, 2020 and $2.1 million for the year ended December 31, 2019. This increase is primarily due to a loss on extinguishment of debt of $2.1 million, which consists of interest, exit, prepayment, and legal fees recognized during the first quarter of 2020.

Discontinued Operations: Income from discontinued operations was $13.2 million for the year ended December 31, 2020 and $2.6 million for the year ended December 31, 2019. The financial statements for these periods include discontinued operations from two separate transactions: the sale of Aptevo’s hyperimmune business in 2017, from which milestone payments were recognized in 2019, and the sale in February 2020 of the Aptevo BioTherapeutics LLC business.

Medexus reported their net IXINITY sales to Aptevo and made a deferred payment to Aptevo of $0.4 million for the first three quarters of 2020. As such, we recorded the deferred payment amount related to Medexus’ sales of IXINITY as a gain when collected. Subsequent to year end, Medexus made a deferred payment of approximately $0.2 million, related to fourth quarter 2020 IXINITY sales.

Net Loss: Aptevo’s net loss for the year ended December 31, 2020 was $17.8 million or $5.23 per share, compared to a net loss of $40.4 million or $13.86 per share for the corresponding period in 2019.

Provectus Biopharmaceuticals Announces Publication of Australian Compassionate Use Patients Treated with PV-10® Immunotherapy for In-Transit Melanoma Lesions

On March 31, 2021 Provectus (OTCQB: PVCT) reported that Melanoma Research had published results from an investigator-led, single-center study of Australian in-transit melanoma (ITM) patients who received intralesional (aka intratumoral) PV-10 under a Provectus-sponsored expanded access (aka compassionate use) program (EAP) (Press release, Provectus Biopharmaceuticals, MAR 31, 2021, View Source [SID1234577446]).

The Melanoma Research article, entitled "Treatment of in-transit melanoma metastases using intralesional PV-10," detailed the experience of investigators at Melanoma Institute Australia (MIA; formerly the Sydney Melanoma Unit) in Sydney, Australia who treated 48 patients from 2008 to 2016.

The article may be accessed at: View Source (subscription required).

Key highlights of the Melanoma Research publication:

Baseline characteristics: 58% women; median age of 75.1 years (range 21.5-93.5),
Median of 5 lesions treated with PV-10 (interquartile range [IQR] 2-7),
Median of 1 PV-10 treatment (IQR 1-2),
46% complete response (CR) and 86% overall response rate (ORR) in patients, and
12- and 24-month overall survival (OS) rates of 77% and 56%, respectively.
This is the third publication about single-agent PV-10 treatment of ITM lesions under Provectus’ EAP (which has treated about 200 patients to date) and the fifth publication overall. Previous publications describing EAPs led by other major Australian medical institutions and the Company’s Phase 1 and 2 clinical trials at Australian and U.S. sites include:

"Intralesional PV-10 for the treatment of in-transit melanoma metastases – Results of a prospective, non-randomized, single center study" (Read et al. J Surg Oncol 2018), which describes the EAP at Princess Alexandra Hospital in Brisbane: 45 patients treated from 2008 to 2015; 42% patient CR (86% ORR); median of 1 PV-10 treatment (range 1-4),

"Intralesional PV-10 for in-transit melanoma – A single-center experience" (Lippey et al. J Surg Oncol 2016; subscription required), which describes the EAP at Peter MacCallum Cancer Centre in Melbourne: 19 patients treated from 2010 to 2014; 26% patient CR (52% ORR); most patients received 1 PV-10 treatment,

"Phase 2 Study of Intralesional PV-10 in Refractory Metastatic Melanoma" (Thompson et al. Ann Surg Oncol 2015): 28 (out of 80) patients with all known lesions treated; median of 1 PV-10 treatment (range 1-4); 50% patient CR (71% ORR), and

"Chemoablation of metastatic melanoma using intralesional Rose Bengal" (Thompson et al. Mel Res 2008; subscription required): 11 (out of 20) patients treated in the Phase 1 trial; 1 PV-10 treatment; 27% patient CR (54% ORR).
Dominic Rodrigues, Vice Chair of the Company’s Board of Directors, said, "Patients who present with in-transit melanoma lesions suffer from a rare disease that is a serious, life-threatening condition with no approved therapies. No drug therapies provide the rapid, sustained reduction of tumor burden, with low toxicity, that investigational drug product PV-10 does. Injection of lesions with PV-10 is globally recognized as a treatment option for in-transit melanoma patients in clinical practice guidelines, including those for Australiaa, Canadab, Europec, and the U.S.d"

Mr. Rodrigues added "Given the high percentage of in-transit melanoma lesions that achieve complete response from typically one or two PV-10 injections, and its established safety profile, we believe there is a role for PV-10 in the treatment of in-transit melanoma lesions for those patients who are not candidates for systemic drug therapies."

About PV-10

Intralesional (IL) administration of PV-10 for the treatment of solid tumor cancers can yield immunogenic cell death within hours of tumor injection, and induce tumor-specific reactivity in circulating T cells within days.1,2,3 This IL PV-10-induced functional T cell response may be enhanced and boosted in combination with immune checkpoint blockade (CB).4 In CB-refractory advanced cutaneous melanoma, IL PV-10 may restore disease-specific T cell function, which may also be prognostic of clinical response. IL PV-10 has been administered to over 450 patients with cancers of the skin and of the liver. It is administered under visual, tactile or ultrasound guidance to superficial malignancies, and under CT or ultrasound guidance to tumors of the liver.

About Rose Bengal Disodium

RBD is 4,5,6,7-tetrachloro-2′,4′,5′,7′-tetraiodofluorescein disodium, a halogenated xanthene and Provectus’ proprietary lead molecule. Provectus’ current Good Manufacturing Practices (cGMP) RBD is a proprietary pharmaceutical-grade drug substance produced by the Company’s quality-by-design (QbD) manufacturing process to exacting regulatory standards that avoids the formation of uncontrolled impurities currently present in commercial-grade rose bengal. Provectus’ RBD and cGMP RBD manufacturing process are protected by composition of matter and manufacturing patents as well as trade secrets.

An IL formulation (i.e., by direct injection) of cGMP RBD drug substance, cGMP PV-10, is being developed as an autolytic immunotherapy drug product for solid tumor cancers.

IL PV-10 is also undergoing preclinical study for relapsed and refractory pediatric solid tumor cancers, such as neuroblastoma, Ewing sarcoma, rhabdomyosarcoma, and osteosarcoma.5,6

A topical formulation of cGMP RBD drug substance, PH-10, is being developed as a clinical-stage immuno-dermatology drug product for inflammatory dermatoses, such as atopic dermatitis and psoriasis. RBD can modulate multiple interleukin and interferon pathways and key cytokine disease drivers.7

Oral formulations of cGMP RBD are undergoing preclinical study for relapsed and refractory pediatric blood cancers, such as acute lymphocytic leukemia and acute myelomonocytic leukemia.8,9

Oral formulations of cGMP RBD are also undergoing preclinical study as prophylactic and therapeutic treatments for high-risk adult solid tumor cancers, such as head and neck, breast, pancreatic, liver, and colorectal cancers.

Different formulations of cGMP RBD are also undergoing preclinical study as potential treatments for multi-drug resistant (MDR) bacteria, such as Gram-negative bacteria.

Topical formulations of cGMP RBD are also undergoing preclinical study as potential treatments for diseases of the eye, such as infectious keratitis

Tumor Cell Lysosomes as the Seminal Cancer Drug Target

Lysosomes are the central organelles for intracellular degradation of biological materials, and nearly all types of eukaryotic cells have them. Discovered by Christian de Duve, MD in 1955, lysosomes are linked to several biological processes, including cell death and immune response. In 1959, de Duve described them as ‘suicide bags’ because their rupture causes cell death and tissue autolysis. He was awarded the Nobel Prize in 1974 for discovering and characterizing lysosomes, which are also linked to each of the three primary cell death pathways: apoptosis, autophagy, and necrosis.

Building on the Discovery, Exploration, and Characterization of Lysosomes

Cancer cells, particularly advanced cancer cells, are very dependent on effective lysosomal functioning.10 Cancer progression and metastasis are associated with lysosomal compartment changes11,12, which are closely correlated (among other things) with invasive growth, angiogenesis, and drug resistance13.

RBD selectively accumulates in the lysosomes of cancer cells upon contact, disrupting the lysosomes and causing the cells to die. Provectus2,14, external collaborators5, and other researchers15,16,17 have independently shown that RBD triggers each of the three primary cell death pathways: apoptosis, autophagy, and necrosis.

Cancer Cell Autolytic Death via RBD: RBD-induced autolytic cell death, or death by self-digestion, in Hepa1-6 murine hepatocellular carcinoma (HCC) cells can be viewed in this Provectus video of the process (ethidium homodimer 1 [ED-1] stains DNA, but is excluded from intact nuclei; lysosensor green [LSG] stains intact lysosomes; the video is provided in 30-second frames, with a duration of approximately one hour). Exposure to RBD triggers the disruption of lysosomes, followed by nucleus failure and autolytic cell death. Identical responses have been shown by the Company in HTB-133 human breast carcinoma (which can be viewed in this Provectus video of the process, with a duration of approximately two hours) and H69Ar human multidrug-resistant small cell lung carcinoma. Cancer cell autolytic cell death was reproduced by research collaborators in neuroblastoma cells to show that lysosomes are disrupted upon exposure to RBD.5

Tumor Autolytic Death via RBD: RBD causes acute autolytic destruction of injected tumors (via autolytic cell death), mediating the release of danger-associated molecular pattern molecules (DAMPs) and tumor antigens; release of these signaling factors may initiate an immunologic cascade where local response by the innate immune system may facilitate systemic anti-tumor immunity by the adaptive immune system. The DAMP release-mediated adaptive immune response activates lymphocytes, including CD8+ T cells, CD4+ T cells, and NKT cells, based on clinical and preclinical experience in multiple tumor types. Mediated immune signaling pathways may include an effect on STING, which plays an important role in innate immunity.9

Orphan Drug Designations (ODDs)

ODD status has been granted to RBD by the U.S. Food and Drug Administration for metastatic melanoma in 2006, hepatocellular carcinoma in 2011, neuroblastoma in 2018, and ocular melanoma (including uveal melanoma) in 2019.

Intellectual Property

Provectus’ IP includes a family of US and international (a number of countries in Asia, Europe, and North America) patents that protect the process by which cGMP RBD and related halogenated xanthenes are produced, avoiding the formation of previously unknown impurities that exist in commercial-grade rose bengal in uncontrolled amounts. The requirement to control these impurities is in accordance with International Council on Harmonisation (ICH) guidelines for the manufacturing of an injectable pharmaceutical. US patent numbers are 8,530,675, 9,273,022, and 9,422,260, with expirations ranging from 2030 to 2031.

The Company’s IP also includes a family of US and international (a number of countries in Asia, Europe, and North America) patents that protect the combination of RBD and CB (e.g., anti-CTLA-4, anti-PD-1, and anti-PD-L1 agents) for the treatment of a range of solid tumor cancers. US patent numbers are 9,107,887, 9,808,524, 9,839,688, and 10,471,144, with expirations ranging from 2032 to 2035; US patent application numbers include 20200138942 (i.e., 16/678,133), which has been allowed.

Cancer Genetics and StemoniX Announce Merger Closing

On March 31, 2021 Cancer Genetics, Inc. (the "Company" or "CGI") (Nasdaq: CGIX), an emerging leader in novel drug discovery techniques, and StemoniX, Inc. ("StemoniX"), a company empowering the discovery of new medicines through the convergence of novel human biology and software technologies, reported their recently approved transaction has closed, and in connection with the merger, Cancer Genetics, Inc. was renamed Vyant Bio, Inc. ("Vyant Bio") effective March 30, 2021 (Press release, Cancer Genetics, MAR 31, 2021, View Source [SID1234577445]). StemoniX will operate as a wholly-owned subsidiary of the Company.

Vyant Bio will be traded on the Nasdaq under the symbol VYNT beginning on March 31, 2021. The name and ticker change will align the Company’s strategic focus on the creation of a leading biotechnology and drug discovery platform business.

Vyant Bio is now positioned to integrate human-powered scientific and technology-based systems with years of preclinical experience to de-risk and accelerate discovery and development of preclinical and clinical pipelines for biopharma partners as well as for the Company’s proprietary pipeline. The merger of the two companies represents a bold new chapter in drug discovery, creating a unique platform using in vivo, in vitro, and in silico technologies to identify repurposed and novel therapeutics to fight diseases in neurology, oncology, and cardiology.

The merger has attracted highly experienced board and management team members who share a vision of creating world-class capabilities. Management teams from both companies will join forces for Vyant Bio, led by health science veteran Jay Roberts, who will serve as Chief Executive Officer, innovation thought-leader Ping Yeh, Vyant Bio’s new Chief Innovation Officer, and Andrew LaFrence, incoming Chief Financial Officer, an accomplished public company financial executive and former KPMG audit partner.

"Vyant Bio will now jumpstart an exciting clinical pipeline of therapeutics from its Drug Discovery Engine for purposes of out-licensing to partners worldwide," stated Jay Roberts. "We worked tirelessly throughout 2020 and Q1 2021 to identify and complete this merger with StemoniX and are very excited to bring the best of these two companies together in a shared culture and vision for the future – to create safer and more effective therapeutics and meaningful shareholder value."

"We are very pleased to be announcing the new name and branding initiative. Vyant Bio was created as it represents a vital, vibrant, innovative new force in drug discovery, derived from the French words "vie" and "avant" – together, they represent our mission to transform lives with new treatments derived from leading-edge science and technology. We believe the combined companies create a new path for innovation, with a human-powered approach that will de-risk and accelerate decision making to more rapidly bring important therapeutics to patients," said Ping Yeh.

Under the terms of the merger agreement, the Company will issue an aggregate of 17,977,272 shares of its common stock to the former holders of StemoniX common stock, preferred stock, convertible notes and certain warrants. It will also issue options to purchase an aggregate of 893,179 shares of Common Stock to the holders of StemoniX options and warrants expiring in 2026 to purchase 143,890 shares of Common Stock to the holder of a StemoniX warrant.

Immediately after the merger, there were approximately 28,984,458 million shares of Common Stock of the Company outstanding.

H.C. Wainwright & Co. acted as financial advisor to Cancer Genetics, Inc., and Lowenstein Sandler LLP served as legal counsel to Cancer Genetics. Roth Capital Partners and Northland Capital Markets acted as financial advisors to StemoniX, and Taft Stettinius & Hollister LLP served as legal counsel to StemoniX.

A Current Report on Form 8-K containing more detailed information regarding the merger transaction will be filed with the Securities and Exchange Commission.