Entry into a Material Definitive Agreement

On August 24, 2020, Heat Biologics, Inc. (the "Company reported the Sales Agreement dated April 3, 2019, as amended on April 23, 2020, between the Company and B. Riley Securities, Inc. (formerly known as B. Riley FBR, Inc.) to include Cantor Fitzgerald & Co. as an additional sales agent for the Company’s "at the market offering" program (the "Sales Agreement") (Filing, 8-K, Heat Biologics, AUG 24, 2020, View Source [SID1234563964]).

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The Sales Agreement is filed as Exhibit 1.1 to this report and the foregoing description of the Sales Agreement is qualified in its entirety by reference to such exhibit.

As of August 20, 2020, the Company has sold 22,831,760 shares of its common stock having an aggregate offering price of $50,614,448 under a sales agreement with B. Riley Securities, Inc. pursuant to a prospectus supplement dated July 27, 2020, relating to the offer and sale of shares of its common stock, having an aggregate offering price of up to $100,000,000.

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

The information contained in this Form 8-K (including the exhibits hereto) is hereby incorporated by reference into the Company’s Registration Statement on Form S-3 (Registration No. 333-237808).

Bristol Myers Squibb Enters Agreement to Acquire Forbius, Adding Lead TGF-beta Asset to Portfolio

On August 24, 2020 Bristol Myers Squibb (NYSE: BMY) and Forbius, a privately held, clinical-stage protein engineering company that designs and develops biotherapeutics for the treatment of cancer and fibrotic diseases, reported that they have entered into a definitive agreement under which Bristol Myers Squibb will acquire Forbius (Press release, Bristol-Myers Squibb, AUG 24, 2020, View Source [SID1234563963]). Forbius has developed a portfolio of highly selective and potent inhibitors of TGF-beta 1 & 3, which are key mediators of immunosuppression and fibrosis. The transaction includes an upfront payment and future success-based milestone payments. Prior to closing, Forbius’ non-TGF-beta assets will be transferred to a newly formed private company, which will be retained by Forbius’ existing shareholders.

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The companies anticipate completing the transaction in the fourth quarter of 2020, subject to the satisfaction of customary closing conditions.

Under this transaction, Bristol Myers Squibb would acquire Forbius’s TGF-beta program, including the program’s lead investigational asset, AVID200. TGF-beta is a key cytokine that regulates various cell processes, including regulation of the immune system. Selective inhibition of TGF-beta 1 & 3 may enhance anti-tumor efficacy by acting synergistically with immunotherapy. Bristol Myers Squibb intends to initially focus research and development efforts of AVID200 in oncology and may consider advancing the asset in other disease areas, such as fibrosis.

"With this acquisition, we extend our leading position in oncology by including new pathways that complement our expansive oncology pipeline with the potential to serve more patients with cancer, including those who may not respond to immunotherapy," said Rupert Vessey, M.A., B.M., B.Ch., F.R.C.P., D.Phil., Executive Vice President & President, Research & Early Development, Bristol Myers Squibb. "As a science driven company, this transaction shows our continued commitment to source innovation internally and externally to develop new treatments for patients with significant unmet medical needs."

"Our portfolio of highly selective TGF-beta inhibitors has shown potential across a broad range of therapeutic areas," said Ilia A. Tikhomirov, President and CEO of Forbius. "We are proud that Bristol Myers Squibb recognizes this potential given their global leadership in oncology and unique position to translate innovative science into meaningful treatments for patients with cancer across the globe."

Davis Polk & Wardwell LLP and Osler, Hoskin & Harcourt LLP served as legal advisors to Bristol Myers Squibb. BofA Securities acted as financial advisor to Forbius and Cooley LLP and Blake, Cassels & Graydon LLP served as legal advisors.

About selective inhibition of TGF-beta

TGF-beta isoforms 1 & 3 are believed to be central mediators of tumor microenvironment (TME). Selective inhibition of TGF-beta 1 & 3 is proposed to enhance anti-tumor efficacy by acting synergistically with immunotherapy and has broad potential as an anti-fibrotic therapy across several indications with high unmet need.

About AVID200

AVID200 is a highly potent and isoform-selective TGF-beta inhibitor. AVID200 neutralizes TGF-beta 1 and -beta 3 with picomolar potency. These isoforms are known to be drivers of fibrosis and tumor immune resistance. In contrast, TGF-beta 2 is a positive regulator of hematopoiesis and normal cardiac function, and blockade of TGF-beta 2 is therefore undesirable. The ability of AVID200 to selectively target TGF-beta 1 and -beta 3 positions it to be an effective and well-tolerated therapeutic in fibrotic diseases and immuno-oncology.

Spago Nanomedical half-year report January-June 2020

On April 24, 2020 Spago Nanomedical reported half-year report January-June 2020 (Press release, Spago Nanomedical, AUG 24, 2020, View Source [SID1234563962])

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APRIL-JUNE IN SUMMARY
• Profit for the quarter amounted to SEK -4,764 thousand (SEK -4,547 thousand).
• Operating expenses for the quarter amounted to SEK -6,269 thousand (SEK -9,062 thousand).
• Earnings per share, before and after dilution, for the quarter amounted to SEK -0.19 (SEK -0.22).
• Cash and cash equivalents for the company at the end of the quarter amounted to SEK 41,421 thousand (SEK 33,157 thousand).

JANUARY-JUNE IN SUMMARY
• Profit for the half-year amounted to SEK -9,819 thousand (-9,161 thousand).
• Operating expenses for the half year amounted to SEK -13,039 thousand (-18,729 thousand).
• Earnings per share, before and after dilution, for the half-year amounted to SEK -0.43 (SEK -0.48).

SIGNIFICANT EVENTS DURING THE QUARTER APRIL-JUNE
• The recruitment of subjects for the clinical study SPAGOPIX-01 was temporarily paused in Uppsala during parts of the second quarter after reprioritisations at the University Hospital as a result of covid-19.
Preclinical studies have shown that Tumorad accumulates in tumors to an extent that implies that the substance has good potential to become clinically useful. The results confirmed that the company’s nanomedical platform can with good precision generate materials that accumulate in tumors.
• Tumorad patents were approved in Japan and means that Spago Nanomedical has product protection for Tumorad in the largest markets for radionuclide therapies. Tumorad already has patent protection in several strategically important regions, including the USA and the EU.
• The company received approximately SEK 47 million before deductions for issue costs through a heavily oversubscribed rights issue with a subscription ratio of 222 percent. A total of 10,514,839 new shares were issued.

SIGNIFICANT EVENTS AFTER THE END OF THE PERIOD
• The company showed in a preclinical mouse model for breast cancer that Tumorad statistically significantly reduces tumor growth and prolongs survival. Based on this and previously communicated progress in the project, the company decided to appoint a product candidate ("candidate drug") and prepare the preclinical safety tests with Tumorad required before patient studies can be initiated.
Inclusion of patients to the next dose level in the SPAGOPIX-01 clinical trial has begun.

CEO’S SPEECH
During the quarter, it was clear that our, like many other companies’, clinical activities were delayed due to covid-19. The number of patients at the clinics dropped drastically during the period and the redistribution of hospital resources meant that recruitment to the SPAGOPIX-01 study was paused. As the covid 19 pressure on healthcare has since decreased, we can state that the second dose group in the study is underway. We are very pleased with the safety of the first dose group and look forward to the results of the three patients who make up the next dose group, with the aim of subsequently increasing the dose further to maximize the potential for objective contrast and to gather additional safety data.

The Tumorad project has also made important progress. During the summer, we successfully conducted tests in a preclinical mouse model for aggressive breast cancer. We have shown that Tumorad inhibits tumor growth and prolongs survival at a clinically relevant dose. This result is very positive and forms the basis for the decision to formally appoint a product candidate in the project. It also marks that we have completed the exploratory study program and are now moving on to the regulatory development phase. A clinic preparation program with a few preclinical studies in accordance with guidelines from both European and American authorities, has been agreed with the Medical Products Agency. Preparations for internal production of materials for these regulatory toxicology and dosimetry studies have begun.

We are experiencing autumn strengthened by the lightening in the SpagoPix study and with Tumorad, which has taken a decisive step towards clinical development and thus once again shows the strength of Spago Nanomedical’s development platform.

Spago Nanomedical nominates product candidate in the Tumorad® project

On August 24, 2020 In a mouse model for breast cancer, Spago Nanomedical AB (publ)reported that has shown that Tumorad statistically significantly reduces tumor growth and prolongs survival (Press release, Spago Nanomedical, AUG 24, 2020, View Source [SID1234563961]). Based on this and previously communicated progress in the project, the company has decided to appoint a product candidate ("candidate drug") and prepare the preclinical safety tests with Tumorad that are required before patient studies can begin.

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"This is an important step for the company and for Tumorad’s path to becoming part of the treatment arsenal against cancer. We are now entering the regulatory development phase with our second project and thus show the strength and breadth of our unique platform that has the potential to improve cancer care in several ways, "says CEO Mats Hansen.

Tumorad has previously shown good accumulation in tumors and a distribution and excretion profile that supports use in humans. The new study shows that Tumorad loaded with the isotope lutetium-177 (Lu177) delays tumor growth and prolongs survival in mice with aggressive breast cancer compared to the control group.

The product candidate, who has been named SN201, is now moving on to clinic-preparatory preclinical dosimetry and toxicology studies. The study program is designed in accordance with guidelines from the EMA and the FDA, as well as after discussion and advice with the Medical Products Agency. Next, internal production of materials for the regulatory program is carried out and, in parallel, the transfer of the production process to a contract manufacturer (CMO) for the production of SN201 on a larger scale before clinical studies begins. The goal is to start phase 1 in patients with cancer by 2022.

The clinical need for new types of cancer treatment is great. Tumorad is being developed as a new type of radionuclide therapy for the treatment of cancer, in which tumors are radiated locally inside the body. Because the material accumulates in fast-growing tumors, the treatment has the potential to reach both aggressive and disseminated tumors. It is judged to be able to treat tumors alone or in synergy with other types of therapies. The project is protected by approved patents in several strategically important regions, including the United States, the European Union, and Japan.

Chi-Med Highlights Clinical Data to be Presented at the Upcoming ESMO Virtual Congress 2020

On August 24, 2020 Hutchison China MediTech Limited ("Chi-Med") (Nasdaq/AIM: HCM) reported that new and updated analyses on the studies of surufatinib and fruquintinib will be presented at the upcoming European Society for Medical Oncology (ESMO) (Free ESMO Whitepaper) Virtual Congress 2020, taking place on September 17-21, 2020 (Press release, Hutchison China MediTech, AUG 24, 2020, https://www.chi-med.com/chi-med-highlights-clinical-data-to-be-presented-at-the-upcoming-esmo-virtual-congress-2020/ [SID1234563960]).

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Further details of the presentations are as follows:

SURUFATINIB
Title: Surufatinib (S) for patients (Pts) with advanced pancreatic neuroendocrine tumors (SANET-p): a randomized, double-blind, placebo (P)-controlled Phase III trial (NCT02589821)
Lead Author: Jianming Xu, Head of the Department of Gastrointestinal Oncology, The Fifth Medical Center, General Hospital of the PLA
Session: Proffered Paper – NETs
Abstract Number: 1156O
Date & Time: Sunday, September 20, 2020 2:25 PM CEST
Room: Channel 3

Title: Subgroup analysis by Ki-67 and primary tumor origins of the randomized, placebo-controlled phase 3 study of surufatinib in advanced well-differentiated extrapancreatic neuroendocrine tumors (SANET-ep)
Lead Author: Zhiwei Zhou, Director, Department of Gastric and Pancreatic Surgery, Sun Yat-sen University Cancer Center
Session: e-Poster Display Session
Abstract Number: 1165P
Date available: Thursday, September 17, 2020

FRUQUINTINIB
Title: Phase (Ph) 1/1b Trial of Fruquintinib (Fru) in Patients (Pts) with Advanced Solid Tumors: Preliminary Results of the Dose Expansion (Exp) Cohort in Refractory Metastatic Colorectal Cancer (mCRC)
Lead Author: N. Arvind Dasari, Associate Professor, Department of Gastrointestinal (GI) Medical Oncology, Division of Cancer Medicine, The University of Texas MD Anderson Cancer Center
Session: e-Poster Display Session
Abstract Number: 458P
Date available: Thursday, September 17, 2020

About Surufatinib
Surufatinib is a novel, oral angio-immuno kinase inhibitor that selectively inhibits the tyrosine kinase activity associated with vascular endothelial growth factor receptor (VEGFR) and fibroblast growth factor receptor (FGFR), which both inhibit angiogenesis, and colony stimulating factor-1 receptor (CSF-1R), which regulates tumor-associated macrophages, promoting the body’s immune response against tumor cells. Its unique dual mechanism of action may be very suitable for possible combinations with other immunotherapies.

A New Drug Application ("NDA") for surufatinib for the treatment of patients with advanced non-pancreatic NET was accepted for review by the China National Medical Products Administration ("NMPA") and granted Priority Review status in December 2019. A second NDA for surufatinib for the treatment of patients with advanced pancreatic NET has been submitted to the NMPA. We have completed a pre-NDA meeting in the U.S. and received scientific advice in Europe, regarding surufatinib’s respective paths to registration in both geographies. Chi-Med is planning a rolling NDA submission from late 2020 into early 2021 to the U.S. Food and Drug Administration (FDA), followed by a marketing authorization application (MAA) to the European Medicines Agency (EMA) in 2021. In the U.S., surufatinib was granted Fast Track Designations for development in pancreatic and non-pancreatic (extra-pancreatic) NET, and Orphan Drug Designation for pancreatic NET. Additionally, surufatinib is in several late-stage and proof-of-concept trials in China, including in combination with immunotherapies, and proof-of-concept clinical trials in the U.S.

Chi-Med currently retains all rights to surufatinib worldwide.

About Fruquintinib
Fruquintinib is a highly selective and potent oral inhibitor of VEGFR 1/2/3. VEGFR inhibitors play a pivotal role in blocking tumor angiogenesis. Fruquintinib was designed to improve kinase selectivity to minimize off-target toxicities, improve tolerability and provide more consistent target coverage. The generally good tolerability in patients to date, along with fruquintinib’s low potential for drug-drug interaction based on preclinical assessment, suggests that it may be highly suitable for combinations with other anti-cancer therapies.

Fruquintinib was approved for marketing in China by the NMPA in September 2018 and commercially launched by Eli Lilly and Company ("Lilly") in late November 2018 under the brand name Elunate, for the treatment of patients with metastatic colorectal cancer ("CRC"). A Phase III registration study for CRC is being initiated in the U.S., Europe and Japan. A Phase III registration study is also ongoing in China for the treatment of patients with gastric cancer, in combination with paclitaxel. Additionally, fruquintinib is in several other proof-of-concept trials in China and the U.S., including in combination with immunotherapies.

Chi-Med retains all rights to fruquintinib outside of China and is partnered with Lilly in China. Starting October 1, 2020, Chi-Med will be responsible, through its commercial team in oncology of over 320 staff, for the development and execution of all on-the-ground medical detailing, promotion and local and regional marketing activities in China for Elunate. Lilly and Chi-Med will continue to collaborate, as before, in the formulation and execution of national marketing strategy and events in China for Elunate.