Amended and Restated License Agreement with LiPlasome and Chosa

On March 28, 2022, Allarity Therapeutics reported that it entered into an amended and restated license agreement with LiPlasome Pharma and Chosa regarding the development and commercialization of LiPlaCis as a cancer treatment drug (Filing, 8-K, Allarity Therapeutics, MAR 28, 2022, View Source [SID1234611644]). The Amended License Agreement assigned, amended and restated the original license agreement dated February 15, 2016, as subsequently amended and restated as of January 27, 2021, by and between us and LiPlasome (the "Original Agreement"). Under the Original Agreement, we were granted an exclusive license to develop and commercialize LiPlaCis as a cancer treatment drug. Pursuant to the Exclusive License Agreement dated as of June 26, 2020 (the "2020 Sublicense Agreement") with Smerud Medical Research International AS, a company organized under the laws of Norway ("Smerud"), we sub-licensed our exclusive rights to LiPlaCis and 2X-111 (a Phase 2-stage cancer drug that is a targeted, liposomal formulation of chemotherapeutic doxorubicin), to Smerud. Under the Amended License Agreement, the parties agreed to replace Allarity Europe with Chosa, an affiliate of Smerud, as exclusive licensee to further advance clinical development and commercialization of LiPlaCis.

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Under the Amended License Agreement, Chosa replaced Allarity Europe as the exclusive licensee to the LiPlaCis technology. In addition, we also granted Chosa an exclusive, royalty-free, transferable and sublicensable license for (i) our DRP Companion Diagnostics that are specific for Cisplatin or LiPlaCis (a liposomal formulation of Cisplatin) for the research and development of LiPlaCis products, and (ii) the use of any and all know-how and intellectual property rights owned by us for Chosa’s use of our DRP Companion Diagnostics that are specific for Cisplatin or LiPlaCis (a liposomal formulation of Cisplatin) for the development and commercialization of LiPlaCis products, as contemplated in the Amended License Agreement.

Development Milestone Payments

Pursuant to the Amended License Agreement, we are entitled to receive certain milestone payments from Chosa relating to the development and commercialization of LiPlaCis upon the occurrence of the following events, which milestone payments are to be shared with LiPlasome: (i) upon the regulatory approval of a product in the United States, (ii) upon the regulatory approval of a product in any country in Europe, including on a centralized filing basis by the EMA, (iii) upon the first achievement on a cumulative basis of net sales of a product in the United States, and (iv) upon the first achievement on a cumulative basis of net sales of a product in any country in Europe. Each milestone payment is payable one time only, regardless of the number of times the corresponding milestone event is achieved by a product and regardless of the number of products to achieve such milestone event. If all milestones are achieved, then we would be entitled to receive up to $3.5 million in milestone payments under the Amended License Agreement ("Milestone Payments").

As a result of the Amended License Agreement, we no longer have any rights to use or commercialize LiPlaCis and are only entitled to receive the Milestone Payments upon the achievement of the respective milestones.

LiPlaCis Support Agreement with Smerud, Chosa and LiPlasome

On March 28, 2022, concurrent with the entry into the Amended License Agreement, we entered into the LiPlaCis Support Agreement with Allarity Europe, Smerud, Chosa and LiPlasome (the "Support Agreement"). Pursuant to the terms of the Support Agreement, we agreed (i) to pay to LiPlasome a certain percentage of the Commercialization Proceeds (as defined under the Original Agreement) we received from Smerud by way of debt cancellation relating to prior work on LiPlaCis by Smerud, which obligation was to be satisfied by the payment of 2,273,020 Danish Kroner to LiPlasome upon execution of the Support Agreement, (ii) to equally share the milestone payments under the terms of the License Agreement, pursuant to which it was contemplated that upon the achievement of all the milestones, our pro rata share of the Milestone Payments would be up to $3.5 million, (iii) to amend and restate the Original License Agreement, and (iv) to terminate the 2020 Sublicense Agreement as contemplated by the parties pursuant to the terms of the Support Agreement.

The foregoing summary of the terms of the Amended License Agreement and the Support Agreement do not purport to be complete. Copies of the Amended License Agreement and the Support Agreement (both in redacted form subject to a confidential treatment request submitted to the Securities and Exchange Commission (the "SEC")) will be filed as Exhibits to the Company’s Form 10-K to be filed for the fiscal year ended December 31, 2021.

Item 1.02 Termination of Material Definitive Agreement.

The information contained in Item 1.01 of this Current Report on Form 8-K in connection with the Amended License Agreement and the Support Agreement are incorporated herein by reference.

Notwithstanding the provisions of Section 8.1 of the 2020 Sublicense Agreement regarding the rights relating to the ownership of certain intellectual property (and the defined terms therein) which was agreed to survive without limitation, pursuant to the terms of the Support Agreement and in connection with the termination of our exclusive licensee rights to LiPlaCis under the Amended License Agreement, on March 28, 2022, Smerud and Allarity Europe agreed to terminate the 2020 Sublicense Agreement. However, notwithstanding the termination of the 2020 Sublicense Agreement, we are currently engaged in discussions with Smerud in connection with the further development of 2X-111.

The foregoing description of the 2020 Sublicense Agreement does not purport to be complete and is qualified in its entirety by the full text of the 2020 Sublicense Agreement, a copy of which was filed as Exhibit 10.2 to our Registration Statement on Form S-4 with the SEC on August 20, 2021.

Novo Nordisk A/S – Share repurchase programme

On March 28, 2022 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") (Filing, 6-K, Novo Nordisk, MAR 28, 2022, View Source [SID1234611403]). This programme is part of the overall share repurchase programme of up to DKK 22 billion to be executed during a 12-month period beginning 2 February 2022.

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Under the programme initiated 2 February 2022, Novo Nordisk will repurchase B shares for an amount up to DKK 4.4 billion in the period from 2 February 2022 to 2 May 2022.

Since the announcement 21 March 2022, the following transactions have been made:

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

With the transactions stated above, Novo Nordisk owns a total of 35,798,396 B shares of DKK 0.20 as treasury shares, corresponding to 1.5% of the share capital. The total amount of A and B shares in the company is 2,310,000,000 including treasury shares.

Novo Nordisk expects to repurchase B shares for an amount up to DKK 22 billion during a 12- month period beginning 2 February 2022. As of 25 March 2022, Novo Nordisk has since 2 February 2022 repurchased a total of 4,012,228 B shares at an average share price of DKK 686.97 per B share equal to a transaction value of DKK 2,756,290,966.

Ginkgo Bioworks Reports Fourth Quarter and Full Year 2021 Financial Results

On March 28, 2022 Ginkgo Bioworks Holdings, Inc. (NYSE: DNA, "Ginkgo"), the leading horizontal platform for cell programming, reported its results for the fourth quarter and year ended December 31, 2021 (Press release, Ginkgo Bioworks, MAR 28, 2022, View Source [SID1234611239]). The update, including a webcast slide presentation with additional details on the fourth quarter and supplemental financial information, will be available at investors.ginkgobioworks.com.

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"The current market environment provides both challenges and opportunities, but I’ve never been more excited about Ginkgo’s future. We met or exceeded each of our publicly disclosed metrics in 2021, some significantly, and we believe we are in the strongest position that we’ve ever been in as a company," said Jason Kelly, co-founder and CEO of Ginkgo. "I couldn’t be prouder of our team and the way they have shown up to build our platform and deliver cell programs for our partners over the past year. Some of the greatest challenges of our generation – including climate change and food security – are fundamentally biological. Ginkgo is unique in our relative scale and our focus on the development of broad-based horizontal technologies to make biology easier to engineer – and on humankind’s ability to do so responsibly."

Recent Business Highlights & Strategic Positioning
Added 10 new Cell Programs to the Foundry platform in Q4 2021, for a total of 31 new programs in the full year, representing 72% growth over 2020.
Significantly exceeded outlook for both Foundry and Biosecurity revenue with full year revenue reaching $314 million, representing growth of 309% over 2020.
Continued to drive "Knight’s Law" Foundry scaling as we were able to increase our deployment of new technologies, including multiplexed strain tests.
Biosecurity offering, Concentric by Ginkgo, grew rapidly in Q4, reaching $201 million in revenue for the full year, and is seeing signs of longer-term opportunities.
Expanded offering with a lab network that has empowered communities with COVID-19 monitoring programs across the United States.
Since inception, Concentric has tested more than 7,200,000 samples, and now serves over 280,000 individuals per week.
Well-positioned to play a role in response to longer-term needs, including endemic COVID-19, broader pandemic preparedness, and biodefense.
Announced two tuck-in acquisitions year-to-date in 2022:
Project Beacon: a Boston-based social benefit organization focused on increasing the capacity, availability, accessibility and affordability of COVID-19 testing.
FGen: a Swiss company specializing in ultra-high-throughput strain development and optimization.
Fourth Quarter 2021 Financial Highlights
Fourth quarter 2021 Total revenue of $148 million, up from $32 million in the comparable prior year period, an increase of 363%.
Fourth quarter 2021 Foundry revenue of $34 million, up from $16 million in the comparable prior year period, an increase of 108%.
Fourth quarter 2021 Biosecurity revenue of $114 million with gross profit margin of 42%.
Fourth quarter 2021 Loss from operations of $(1.7) billion, inclusive of "catch-up" GAAP stock-based compensation expense of $1.7 billion, compared to Loss from operations of $(56) million in the comparable prior year period.
Fourth quarter 2021 Adjusted EBITDA of $1 million, improved from $(51) million in the comparable prior year period.
Cash and cash equivalents balance as of the end of the fourth quarter of over $1.5 billion puts Ginkgo in a strong financial position to pursue its strategic objectives.
Full Year 2021 Financial Highlights
Full year 2021 Total revenue of $314 million, up from $77 million in the prior year, an increase of 309%.
Full year 2021 Foundry revenue of $113 million, up from $59 million in the prior year, an increase of 91%.
Full year 2021 Biosecurity revenue of $201 million compares to our full year 2021 outlook of $110 million.
Full year 2021 Loss from operations of $(1.8) billion, inclusive of "catch-up" stock-based compensation expense of $1.7 billion, compared to $(137) million in the prior year.
Full year 2021 Adjusted EBITDA of $(106) million, improved from $(121) million in the prior year.
2022 Guidance
Ginkgo expects to add 60 new Cell Programs to the Foundry platform in 2022.
Ginkgo expects Total revenue of $325 to $340 million in 2022.
Ginkgo expects Foundry revenue of $165 to $180 million in 2022.
While Biosecurity remains an uncertain business, Ginkgo is committed to investing in the space and expects Biosecurity revenue in 2022 of at least $160 million.
Stock Based Compensation
In the fourth quarter, Ginkgo recognized $1.7 billion of stock-based compensation expense. Prior to becoming a public company in September 2021, Ginkgo granted restricted stock units ("RSUs") with both a service-based vesting condition and a performance-based vesting condition, defined as a change in control or an initial public offering (both as defined in the underlying award agreement). Ginkgo historically did not recognize any stock-based compensation expense associated with these awards due to the performance-based vesting condition.
As previously disclosed, on November 17, 2021 the board of directors modified the vesting terms of RSUs, such that Ginkgo’s business combination with Soaring Eagle Acquisition Corp. was deemed to have met the performance condition for vesting. This was accounted for as a modification and resulted in a catch-up adjustment of approximately $1.5 billion of incremental stock-based compensation expense in the fourth quarter of 2021 (calculated based on the number of RSUs impacted, which had been granted since 2015, at the share price of $13.59 on November 17, 2021). Stock-based compensation expense also increased by $173.5 million related to RSU earnout shares ("Earnout RSUs") which were also subject to the same performance condition as the underlying RSUs.
As of December 31, 2021, there was $2.2 billion of unrecognized stock-based compensation expense related to the above catch-up adjustment for those RSUs and Earnout RSUs that had not yet fully met the service-based vesting condition as of December 31, 2021. This amount will be recognized over a weighted-average period of 1.6 years.
Conference Call Details
Ginkgo will host a videoconference today, Monday, March 28, 2022, beginning at 4:30 p.m. ET. The presentation will include an overview of the fourth quarter and full year financial performance, recent business updates, a discussion on Ginkgo’s outlook, as well as a moderated question and answer session.

To ask a question ahead of the presentation, please submit your questions to @Ginkgo on Twitter (hashtag #GinkgoResults) or by sending an e-mail to [email protected].

A webcast link is available on Ginkgo’s Investor Relations website and a replay will be made available following the presentation.

Ginkgo Investor Website: View Source

Webinar ID: 961 0791 2467
If you experience technical difficulties with any of these dial-ins or if you need international dial-in numbers, please visit our web site at View Source for updated dial-in information.

argenx announces closing of global offering

On March 28, 2022 argenx SE (Euronext & Nasdaq: ARGX), a global immunology company committed to improving the lives of people suffering from severe autoimmune diseases, reported the closing of its previously announced global offering of an aggregate of 2,333,334 ordinary shares (including ordinary shares represented by American Depositary Shares ("ADSs")) (Press release, argenx, MAR 28, 2022, View Source [SID1234611129]). The gross proceeds from the global offering were approximately $700 million (approximately €637 million).

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J.P. Morgan, Morgan Stanley, Cowen and SVB Leerink acted as joint bookrunning managers for the offering. Wells Fargo Securities, Kempen & Co, H.C. Wainwright & Co., Raymond James and Wedbush PacGrow acted as co-managers for the offering.

The securities were offered in the United States pursuant to an automatically effective shelf registration statement that was previously filed with the Securities and Exchange Commission ("SEC"). A preliminary prospectus supplement relating to the securities was filed with the SEC on March 22, 2022 and a final prospectus supplement relating to the securities was filed with the SEC on March 25, 2022 and are available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the U.S. offering may be obtained for free 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]; from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department, by email at [email protected], or by telephone at (866) 718-1649; from 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; or from SVB Securities LLC, Attn: Syndicate Department, 53 State Street, 40th Floor, Boston, Massachusetts 02109, by telephone at 1-800-808-7525, ext. 6105, or by email at [email protected].

In addition, argenx announces the listing of and the commencement of dealings in its 2,333,334 new ordinary shares on the regulated market of Euronext Brussels.

This press release is for information purposes only and does not constitute, and should not be construed as, an offer to sell or the solicitation of an offer to buy or subscribe to any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale is not permitted or to any person or entity to whom it is unlawful to make such offer, solicitation or sale. Reference is also made to the restrictions set out in "Important information" below. This press release is not for publication or distribution, directly or indirectly, in or into any state or jurisdiction into which doing so would be unlawful or where a prior registration or approval is required for such purpose.

VYANT BIO ANNOUNCES INVESTOR CONFERENCE CALL AND WEBCAST FOR THE YEAR-END 2021

On March 28, 2022 Vyant Bio, Inc. ("Vyant Bio", "Company") (Nasdaq: VYNT), is an innovative biotechnology company reinventing drug discovery for complex neurodevelopmental and neurodegenerative disorders (Press release, Vyant Bio, MAR 28, 2022, View Source [SID1234611128]). The Company’s central nervous system ("CNS") drug discovery platform combines human-derived organoid models of brain disease, scaled biology, and machine learning . Today, Vyant Bio reported that an investor conference call and webcast will be hosted on Wednesday, March 30, 2022.

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Jay Roberts, Chief Executive Officer, Andy LaFrence, Chief Financial Officer and Robert T. Fremeau, PhD, Chief Scientific Officer of Vyant Bio will discuss the Year-End 2021 results. Management will provide additional corporate updates as well as answer questions. Please also visit the Investors section of the Vyant Bio web site for details on how to participate.

Event: Investor Conference Call and Webcast for the Fourth Quarter and Year-End 2021
Date: Wednesday, March 30, 2022
Time: 8:30am ET
Dial In: Toll Free: 1.877.545.0523 Conference ID: 449263
Webcast: View Source

The live event will be recorded and available for replay. The conference call and webcast details are also included inside the Investors section of the Vyant Bio corporate website at www.vyantbio.com.