Precigen Enters into Agreement to Divest Non-Healthcare Subsidiary Trans Ova Genetics

On July 5, 2022 Precigen, Inc. (Nasdaq: PGEN), a biopharmaceutical company specializing in the development of innovative gene and cell therapies to improve the lives of patients, reported that the Company has entered into a definitive agreement for the sale of its wholly-owned non-healthcare subsidiary, Trans Ova Genetics, L.C. ("Trans Ova"), an industry-leading animal reproductive technologies company, to URUS, a holding company with cooperative and private ownership, for $170 million in upfront cash and up to $10 million earn-out based on the performance of Trans Ova in 2022 and 2023 (Press release, Precigen, JUL 5, 2022, View Source [SID1234616474]). Consummation of the transaction, anticipated in Q3 2022, is subject to customary closing conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

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"We believe this transaction will support Precigen’s mission as a premier cell and gene therapy company laser focused on the rapid development of our top clinical assets to maximize shareholder value and potentially improve the way devastating diseases like cancer are treated," said Helen Sabzevari, PhD, President and CEO of Precigen. "I am proud of Precigen management and the Trans Ova team for successfully leading the financial turnaround of Trans Ova operations to maximize the value of this asset over the last two years. We expect to have the capacity to pay the convertible notes upon maturity and to focus on fast regulatory paths for our healthcare portfolio."

Rabo Securities USA, Inc. is acting as exclusive financial advisor to Precigen and Davis Polk & Wardwell LLP is providing Precigen with legal support for the transaction.

Outlook Therapeutics Announces Full Cash Pre-Payment of Convertible Promissory Note

On July 5, 2022 Outlook Therapeutics, Inc. (Nasdaq: OTLK), a pre-commercial biopharmaceutical company working to develop and launch the first FDA-approved ophthalmic formulation of bevacizumab for use in retinal indications, reported the full cash pre-payment of its unsecured convertible promissory note dated November 4, 2020, as amended November 16, 2021 (the "Note") (Press release, Outlook Therapeutics, JUL 5, 2022, https://ir.outlooktherapeutics.com/news-releases/news-release-details/outlook-therapeutics-announces-full-cash-pre-payment-convertible [SID1234616473]). All obligations under the Note have been repaid in cash and satisfied.

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"The company requires a good financial position to support the potential FDA approval and subsequent launch of ONS-5010/ LYTENAVA (bevacizumab-vikg)," commented Lawrence A. Kenyon, Chief Financial Officer of Outlook Therapeutics. "We are also mindful of current financial market conditions and the potential for dilution to our stockholders. We are pleased to be in a position to fully repay this unsecured convertible promissory note to prevent the dilution associated with redemption of the Note for common stock at a 25% discount to market price that could have begun on July 1, 2022."

On November 5, 2020, the Company received $10,000,000 in net proceeds from the Note with face amount of $10,220,000, which was amended in November 2021 and became convertible. On November 16, 2021, the Company entered into a note amendment which, among other things, (i) extended the maturity date to January 1, 2023, (ii) increased the interest rate from 7.5% per annum to 10% per annum beginning on January 1, 2022, and (iii) provided for the lender’s right to redeem some or all of the outstanding balance of the note for shares of the Company’s common stock beginning July 1, 2022, subject to certain limitations.

Iveric Bio and DelSiTech Enter Exclusive Agreement for Development of Sustained Release Zimura®

On July 5, 2022 IVERIC bio, Inc. (Nasdaq: ISEE) and DelSiTech Ltd, reported an exclusive global license agreement providing Iveric Bio with the right to develop and commercialize new formulations of Zimura (avacincaptad pegol) using DelSiTech’s silica-based sustained release technology (Press release, Ophthotech, JUL 5, 2022, View Source [SID1234616472]). As part of Iveric Bio’s lifecycle expansion plan for Zimura, the Company is committed to developing sustained release technologies for the treatment of age-related macular degeneration (AMD). These technologies potentially could address patients being treated for geographic atrophy (GA) and intermediate AMD.

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"We are thrilled to collaborate with the DelSiTech team on investigating additional sustained release formulations for Zimura with their drug delivery expertise and advanced technology and look forward to evaluating a sustained release formulation in GA and potentially earlier stages of AMD," stated Pravin U. Dugel, MD, President of Iveric Bio. "Previously reported post-hoc analyses from GATHER1 suggest that Zimura may have the potential to impact AMD in early stages before atrophy occurs in patients. We believe Zimura, which is a chemically synthesized RNA aptamer, is amenable to injectable sustained release formulations."

"As a leading developer of long-acting controlled release formulations for small molecules and biological entities, we are excited about collaborating with Iveric Bio on bringing innovative solutions to patients living with AMD," stated Lasse Leino, PhD, Chief Executive Officer of DelSiTech. "We are inspired by the opportunity to leverage our drug delivery technology to potentially help AMD patients early and improve their treatment experience."

"This agreement underscores our commitment to invest in lifecycle initiatives for Zimura," said Glenn P. Sblendorio, Chief Executive Officer of Iveric Bio. "We are excited about the possibilities to expand Zimura into earlier stages of AMD and potentially allow for a next-generation treatment to help patients with GA."

"We are proud to bring our competencies into this promising alliance and contribute to Iveric Bio’s mission to address unmet needs for patients," said Dr. Frederic Dargelas, Head of Business Development and Alliance Management for DelSiTech.
Under the terms of the license agreement, Iveric Bio will pay DelSiTech an upfront payment of €1,250,000, as well as development and commercial milestones and royalties on net sales of licensed products.

In addition to working with DelSiTech, Iveric Bio plans to explore the potential for Zimura in earlier stages of AMD by initiating a clinical trial studying the current formulation of Zimura in patients with intermediate AMD in the fourth quarter of 2022. The development strategy in this indication is subject to global regulatory feedback from the U.S. Food and Drug Administration (FDA) and other regulatory authorities, which Iveric Bio plans to obtain before initiating this trial.

About Zimura GATHER1 and GATHER2 Clinical Trials
Iveric Bio previously announced that GATHER1, the Company’s first Phase 3 clinical trial for Zimura (avacincaptad pegol) for GA, met its pre-specified primary efficacy endpoint with statistical significance. The most frequently reported ocular adverse events in this trial were related to the injection procedure. The Company expects topline data for GATHER2, the Company’s second Phase 3 clinical trial for Zimura for GA, to be available in the third quarter of 2022, approximately one year after the enrollment of the last patient in the trial plus the time needed for database lock and analysis. If 12-month results from GATHER2 are positive, the Company plans to submit applications with the FDA and the European Medicines Agency (EMA) for marketing approval of Zimura for GA. There are no FDA or EMA approved treatments available for patients with GA.

About Zimura
Zimura (avacincaptad pegol) is an investigational drug product and has not been approved for use anywhere globally. Zimura is designed to target and inhibit the cleavage of complement protein C5 and the formation of its downstream fragments, C5a and C5b. By inhibiting the formation of these fragments, Zimura is believed to decrease or slow the chronic inflammation and cell death associated with the retinal aging process by decreasing the formation of membrane attack complex (MAC) and inflammasome activity, thereby potentially avoiding or slowing the degeneration of retinal pigment epithelial cells. This potential mechanism is the rationale for Zimura as a potential therapy for GA and earlier stages of AMD.

BioVaxys Announces Proposed Debt Settlement

On July 5, 2022 BioVaxys Technology Corp. (CSE: BIOV, FRA: 5LB,OTCQB: BVAXF) ("BioVaxys" or the "Company") reported that is proposing to settle an aggregate of approximately $497,000 in debt through the issuance of common shares to be issued at a deemed price of $0.10 per common share (Press release, BioVaxys Technology, JUL 5, 2022, View Source [SID1234616471]). Completion of the debt settlement remains subject to the finalization of definitive documentation and the approval of the Canadian Securities Exchange.

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BIO-TECHNE ANNOUNCES COMPLETION OF NAMOCELL ACQUISITION

On July 5, 2022 Bio-Techne Corporation (NASDAQ:TECH), reported it has completed the acquisition of Namocell, Inc (Press release, Bio-Techne, JUL 5, 2022, View Source [SID1234616470]). The Namocell acquisition adds easy-to-use single cell sorting and dispensing platforms that are gentle to cells and preserve cell viability and integrity. Namocell’s instruments and consumables are critical technologies in various workflows in both biotherapeutics and diagnostics, including cell and gene therapy development and commercialization, cell engineering, cell line development, single cell genomics, antibody discovery, synthetic biology, and rare cell isolation.

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