Biomea Fusion To Participate In Upcoming Investor Events

On March 2, 2023 Biomea Fusion, Inc. ("Biomea") (Nasdaq: BMEA), a biopharmaceutical company focused on the discovery and development of covalent small molecules to treat patients with genetically defined cancers and metabolic diseases, reported that Biomea’s management is scheduled to host investor meetings and participate in the following upcoming events (Press release, Biomea Fusion, MAR 2, 2023, View Source [SID1234628051]).

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A virtual fireside chat with Oppenheimer & Co.: Type 2 Diabetes and New Treatment Options with Biomea Fusion (BMEA) Mgmt. & Key Opinion Leaders on Thursday, March 2nd at 12:00 PM (EST)
Barclays Global Healthcare Conference in Miami:
A fireside chat on Tuesday, March 14th at 4:35 PM (EST)
1×1 Meetings: Tuesday, March 14th, 2023
Oppenheimer’s 33rd Annual Healthcare Conference:
A virtual fireside chat on Wednesday, March 15th at 11:20 AM (EST)
1×1 Virtual Meetings: Monday, March 13th, 2023
A webcast of the fireside chats will be available on the investor page of Biomea’s website at View Source, with archived replays available following the events.

ARCA biopharma Announces 2022 Financial Results and Provides Corporate Update

On March 2, 2023 ARCA biopharma, Inc. (Nasdaq: ABIO), a biopharmaceutical company applying a precision medicine approach to developing genetically targeted therapies for cardiovascular diseases, reported 2022 financial results and provided a corporate update (Press release, Arca biopharma, MAR 2, 2023, View Source [SID1234628050]).

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In May 2022, the Company retained Ladenburg Thalmann & Co. Inc. to act as its financial advisor to explore and evaluate strategic options for maximizing stockholder value. Potential strategic alternatives that may be explored or evaluated as part of this process include the potential for an acquisition, merger, business combination or other strategic transaction involving the Company. The Board has not set a timetable for the conclusion of this review, nor has it made any decisions related to any further actions or potential strategic options at this time. There can be no assurance, however, that this process will result in any such transaction.
Full Year 2022 Summary Financial Results
Cash and cash equivalents were $42.4 million as of December 31, 2022, compared to $53.4 million as of December 31, 2021. ARCA believes that its current cash and cash equivalents, consisting primarily of money market funds, will be sufficient to fund its operations through the middle of 2024.
Research and development (R&D) expenses were $4.7 million for the year ended December 31, 2022, compared to $13.8 million for 2021. In the third quarter of 2022, ARCA implemented a strategic reduction of the workforce and recorded total restructuring charges of approximately $0.8 million, of which $0.5 million and $0.3 million were recognized in research and development and general and administrative expenses, respectively, in connection with the restructuring, all in the form of one-time termination benefits. The $9.1 million decrease in R&D expenses in 2022 as compared to 2021 was primarily related to the completion of enrollment in the rNAPc2 Phase 2b clinical trial in the fourth quarter of 2021, partially offset by the restructuring charges discussed above. R&D expenses in 2023 are expected to be lower than 2022.
General and administrative (G&A) expenses were $5.8 million for the year ended December 31, 2022, compared to $5.5 million for 2021, an increase of approximately $0.3 million. The increase in expenses during 2022 was primarily a result of increases in professional fees and consulting costs and one-time termination benefits discussed above in 2022. G&A expenses in
2023 are expected to be consistent with those in 2022 as the Company maintains administrative activities to support our ongoing operations.
Total operating expenses for the year ended December 31, 2022 were $10.6 million compared to $19.3 million in 2021.
Net loss for the year ended December 31, 2022 was $9.9 million, or $0.69 per basic and diluted share, compared to $19.3 million, or $1.39 per basic and diluted share in 2021.
About ARCA biopharma
ARCA biopharma is dedicated to developing genetically and other targeted therapies for cardiovascular diseases through a precision medicine approach to drug development. At present, ARCA is evaluating options for development of its assets, including partnering and other strategic options. For more information, please visit www.arcabio.com or follow the Company on LinkedIn.

Safe Harbor Statement
This press release contains "forward-looking statements" for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding potential future development plans for Gencaro and rNAPc2, if any, the Company’s review of strategic options. Such statements are based on management’s current expectations and involve risks and uncertainties. Actual results and performance could differ materially from those projected in the forward-looking statements as a result of many factors, including, without limitation, the risks and uncertainties associated with: ARCA’s financial resources and whether they will be sufficient to meet its business objectives and operational requirements; ARCA may not be able to raise sufficient capital on acceptable terms, or at all, to continue development of Gencaro or rNAPc2 or to otherwise continue operations in the future; results of earlier clinical trials may not be confirmed in future clinical trials; the protection and market exclusivity provided by ARCA’s intellectual property; risks related to the drug discovery and the regulatory approval processes; the Company’s ability to complete a strategic transaction, and, the impact of competitive products and technological changes. These and other factors are identified and described in more detail in ARCA’s filings with the Securities and Exchange Commission, including without limitation ARCA’s annual report on Form 10-K for the year ended December 31, 2022, and subsequent filings. ARCA disclaims any intent or obligation to update these forward-looking statements.

Investor & Media Contact:
Jeff Dekker 720.940.2122 [email protected]
(Tables follow)
###
ARCA BIOPHARMA, INC.
BALANCE SHEET DATA
(in thousands)
(unaudited)
December 31, 2022 December 31, 2021
Cash and cash equivalents $42,445 $53,359
Working capital $41,567 $50,923Total assets $43,085 $54,924Total stockholders’ equity $41,673 $51,043

ARCA BIOPHARMA, INC.
STATEMENTS OF OPERATIONS

Years Ended December 31,

(in thousands, except share
and per share amounts)
Costs and expenses: Research and development $4,749 $13,832General and administrative 5,847 5,503 Total costs and expenses 10,596 19,335
Loss from operations (10,596) (19,335)
Interest and other income 675 13Other loss (5) —Net loss $(9,926) $(19,322)
Net loss per share:
Basic and diluted $(0.69) $(1.39)Weighted average shares outstanding: Basic and diluted 14,410,143 13,903,871

Arbutus Reports Fourth Quarter and Year End 2022 Financial Results and Corporate Update

On March 2, 2023 Arbutus Biopharma Corporation (Nasdaq: ABUS), a clinical-stage biopharmaceutical company leveraging its extensive virology expertise to develop novel therapeutics that target specific viral diseases, reported fourth quarter and year end 2022 financial results and provided a corporate update (Press release, Arbutus Biopharma, MAR 2, 2023, View Source [SID1234628049]).

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"In 2022 we focused on three key initiatives: exploring several combination therapies with AB-729, our RNAi therapeutic, as a potential cornerstone agent in a functional cure for hepatitis B virus; advancing our preclinical HBV compounds AB-101, our oral PD-L1 inhibitor, and AB-161, our oral RNA destabilizer; and identifying a clinical candidate that inhibits the SARS-CoV-2 nsp5 main protease," said William Collier, Arbutus’ President and Chief Executive Officer. "With promising AB-729 data in-hand and plans to initiate phase 1 clinical trials with AB-101, AB-161 and our newly nominated pan-coronavirus Mpro compound, AB-343, we achieved our 2022 corporate objectives and are now well-positioned to further execute on these strategic initiatives to deliver multiple clinical milestones this year. The need for a functional cure for patients with cHBV and alternatives to treat COVID-19 and future coronavirus outbreaks remains urgent, and we look forward to advancing our pipeline to address these large global market opportunities."

Pipeline Updates and Key Milestones

AB-729 (RNAi Therapeutic)

In the first half of 2023, we anticipate announcing additional off-treatment data from those patients in our Phase 1b clinical trial, AB-729-001, who have discontinued both AB-729 and nucleos(t)ide analogue (NA) therapy. Recently, one of the patients has met the protocol-defined HBV DNA criteria to restart their NA therapy. We are continuing to follow the seven patients who remain off-treatment.
To assess AB-729 as a potential cornerstone agent in a functional cure for cHBV, we are conducting a Phase 2a clinical trial, AB-729-201, evaluating the safety and tolerability of AB-729 in combination with ongoing NA therapy and short courses of PEG-IFNα-2a (IFN) in 43 patients with cHBV infection. Preliminary data from the lead-in phase of the trial further validated AB-729’s capacity to reduce HBsAg. We expect to announce preliminary data from patients receiving the combination of AB-729, NA therapy and IFN in the first half of 2023.
We are conducting a Phase 2a clinical trial, AB-729-202, evaluating AB-729, NA therapy and Vaccitech’s antigen-specific immunotherapeutic, VTP-300. We have recently amended the clinical trial to include an additional arm with an approved PD-1 inhibitor, nivolumab (Opdivo). Upon regulatory approval of the amendment, 20 patients will receive AB-729 (60mg every 8 weeks) plus NA therapy for 24 weeks, followed by VTP-300 plus a low dose of nivolumab in conjunction with the booster dose(s) only while remaining on their NA therapy. At week 48, all patients will be evaluated for eligibility to discontinue NA therapy and will be followed for an additional 24-48 weeks. We expect to dose the first patient in the amended arm in the first half of 2023 and announce preliminary data from patients who receive AB-729, NA and VTP-300 in the second half of 2023.
Through our collaboration with Assembly Biosciences Inc., (Assembly), we are conducting a Phase 2a proof-of-concept clinical trial evaluating AB-729 in combination with Assembly’s first-generation HBV core inhibitor, vebicorvir (VBR) and NA therapy. Preliminary data from sixty-five patients in the trial showed that the addition of VBR did not positively or negatively impact the reduction of HBsAg in the triple arm combination. Accordingly, we have mutually agreed to discontinue the clinical trial following completion of the final, on-treatment visit at week 48.
AB-101 (Oral PD-L1 Inhibitor)

To reawaken and boost the immune system of patients with cHBV, we are developing AB-101, our oral PD-L1 inhibitor. Preclinical data generated thus far indicates that AB-101 is highly potent and mediates activation and reinvigoration of HBV-specific T-cells from cHBV patients. We expect to initiate a Phase 1 healthy subject clinical trial with AB-101 in the first half of 2023 with data from the single-ascending dose portion of this trial expected in the second half of 2023.
AB-161 (Oral RNA destabilizer)

AB-161 is our next-generation oral HBV specific RNA destabilizer, which is being developed to create an all-oral treatment regimen to functionally cure HBV. Preclinical data generated thus far shows that AB-161 is effective as a once-daily dose in reducing HBsAg in an HBV mouse model. We expect to initiate a Phase 1 healthy subject clinical trial with AB-161 in the first half of 2023 with single-ascending dose data expected in the second half of 2023.
COVID-19 and Pan-Coronavirus Programs

We have nominated, AB-343 as our lead coronavirus drug candidate that inhibits the main protease (Mpro). In pre-clinical research conducted thus far, AB-343 has shown pan-coronavirus antiviral activity, no reduction in potency against known SARS-CoV-2 variants, robust activity against SARS-CoV-2 Mpro resistant strains, and a favorable drug-drug interaction profile with no need for ritonavir boosting. We expect to complete IND-enabling studies and initiate a Phase 1 clinical trial with AB-343 in the second half of 2023.
Our research efforts directed to identifying an nsp12 viral polymerase clinical candidate are continuing. Such a candidate could potentially be combined with AB-343 to achieve better patient treatment outcomes and for use in prophylactic settings. We expect to nominate a nsp12 clinical candidate and initiate IND-enabling studies in the second half of 2023.
Financial Results

Cash, Cash Equivalents and Investments

As of December 31, 2022, we had cash, cash equivalents and investments in marketable securities of $184.3 million as compared to $191.0 million as of December 31, 2021.

During the year ended December 31, 2022, we received a $40.0 million (net of withholding taxes) upfront payment from Qilu Pharmaceutical Co., Ltd. ("Qilu") related to a technology transfer and license agreement for AB-729 in greater China, $15.0 million of gross proceeds from Qilu’s equity investment in us and $20.3 million of net proceeds from the issuance of common shares under Arbutus’s "at-the-market" offering program. These cash inflows were partially offset by $79.4 million of cash used in operations. We expect a net cash burn between $95 to $100 million in 2023 and believe our cash runway will be sufficient to fund our operations into the fourth quarter of 2024.

Revenue

Total revenue was $39.0 million for the year ended December 31, 2022 compared to $11.0 million for the same period in 2021. The increase of $28.0 million was due primarily to $26.0 million of revenue recognition from our license agreement with Qilu based on employee labor hours expended by us during 2022 to perform our manufacturing obligations under the license agreement.

Operating Expenses

Research and development expenses were $84.4 million for the year ended December 31, 2022 compared to $65.5 million for the same period in 2021. The increase of $18.9 million was due primarily to an increase in expenses related to our multiple ongoing AB-729 Phase 2a clinical trials, an increase in expenses for our early-stage development programs, including AB-101 and AB-161, and an increase in compensation costs due to hiring several new employees for our research and development team in early 2022, partially offset by a decrease in expenses for our AB-836 Phase 1a/1b clinical trial, which we discontinued during the fourth quarter of 2022.

Net Loss

For the year ended December 31, 2022, our net loss attributable to common shares was $69.5 million, or a loss of $0.46 per basic and diluted common share, as compared to a net loss of $88.4 million, or a loss of $0.83 per basic and diluted common share, for the year ended December 31, 2021. Net loss attributable to common shares for the year ended December 31, 2021 included $12.1 million of non-cash expense for the accrual of coupon on our convertible preferred shares, which converted into 22.8 million common shares in October 2021.

Outstanding Shares

As of December 31, 2022, we had approximately 157.5 million common shares issued and outstanding, as well as approximately 15.5 million stock options outstanding. Roivant Sciences Ltd. owned approximately 25% of our outstanding common shares as of December 31, 2022.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(in thousands, except share and per share data)

Year ended December 31,
2022 2021
Revenue
Collaborations and licenses $ 31,366 $ 4,880
Non-cash royalty revenue 7,653 6,108
Total revenue 39,019 10,988
Operating expenses
Research and development 84,408 65,502
General and administrative 17,834 17,136
Change in fair value of contingent consideration 2,233 1,872
Total operating expenses 104,475 84,510
Loss from operations (65,456 ) (73,522 )
Other income (loss)
Interest income 2,192 127
Interest expense (1,726 ) (2,857 )
Foreign exchange (losses) gains (22 ) 5
Total other income (loss) 444 (2,725 )
Loss before income taxes (65,012 ) (76,247 )
Income tax expense (4,444 ) —
Net loss (69,456 ) (76,247 )
Items applicable to preferred shares
Dividend accretion of convertible preferred shares — (12,139 )
Net loss attributable to common shares $ (69,456 ) $ (88,386 )
Net loss per common share
Basic and diluted $ (0.46 ) $ (0.83 )
Weighted average number of common shares
Basic and diluted 150,939,337 106,242,452

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

December 31, 2022 December 31, 2021
Cash, cash equivalents and marketable securities, current $ 146,913 $ 155,317
Accounts receivable and other current assets 4,226 5,344
Total current assets 151,139 160,661
Property and equipment, net of accumulated depreciation 5,070 5,983
Investments in marketable securities, non-current 37,363 35,688
Right of use asset 1,744 2,092
Other non-current assets 103 61
Total assets $ 195,419 $ 204,485
Accounts payable and accrued liabilities $ 16,029 $ 10,838
Deferred license revenue, current 16,456 —
Lease liability, current 372 383
Total current liabilities 32,857 11,221
Liability related to sale of future royalties 10,365 16,296
Deferred license revenue, non-current 5,999 —
Contingent consideration 7,531 5,298
Lease liability, non-current 1,815 2,231
Total stockholders’ equity 136,852 169,439
Total liabilities and stockholders’ equity $ 195,419 $ 204,485

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(in thousands)

Twelve Months Ended December 31,
2022 2021
Net loss $ (69,456 ) $ (76,247 )
Non-cash items 4,857 7,790
Change in deferred license revenue 22,455 —
Other changes in working capital 6,788 925
Net cash used in operating activities (35,356 ) (67,532 )
Net cash used in investing activities (74,942 ) (12,678 )
Issuance of common shares pursuant to Share Purchase Agreement 10,973 —
Issuance of common shares pursuant to the Open Market Sales Agreement 20,324 134,665
Cash provided by other financing activities 517 2,571
Net cash provided by financing activities 31,814 137,236
Effect of foreign exchange rate changes on cash and cash equivalents (22 ) 5
(Decrease) increase in cash and cash equivalents (78,506 ) 57,031
Cash and cash equivalents, beginning of period 109,282 52,251
Cash and cash equivalents, end of period 30,776 109,282
Investments in marketable securities 153,500 81,723
Cash, cash equivalents and marketable securities, end of period $ 184,276 $ 191,005

Conference Call and Webcast Today

Arbutus will hold a conference call and webcast today, Thursday, March 2, 2023, at 8:45 AM Eastern Time to provide a corporate update. To dial-in for the conference call by phone, please register using the following link: Registration Link. A live webcast of the conference call can be accessed through the Investors section of Arbutus’ website at www.arbutusbio.com.

An archived webcast will be available on the Arbutus website after the event.

About AB-729

AB-729 is an RNA interference (RNAi) therapeutic specifically designed to reduce all HBV viral proteins and antigens including hepatitis B surface antigen which is thought to be a key prerequisite to enable reawakening of a patient’s immune system to respond to the virus. AB-729 targets hepatocytes using Arbutus’ novel covalently conjugated N-Acetylgalactosamine (GalNAc) delivery technology enabling subcutaneous delivery. Clinical data generated thus far has shown single- and multi-doses of AB-729 to be generally safe and well-tolerated, while also providing meaningful reductions in hepatitis B surface antigen and hepatitis B DNA. AB-729 is currently in multiple Phase 2a clinical trials.

About AB-101

AB-101 is our lead oral PD-L1 inhibitor candidate that we believe will allow for controlled checkpoint blockade and enable oral dosing, while minimizing the systemic safety issues typically seen with checkpoint antibody therapies. Immune checkpoints such as PD-1/PD-L1 play an important role in the induction and maintenance of immune tolerance and in T-cell activation. Preclinical data generated thus far indicates that AB-101 mediates activation and reinvigoration of HBV-specific T-cells from cHBV patients. We believe AB-101, when used in combination with other approved and investigational agents, could potentially lead to a functional cure in HBV chronically infected patients. We are also exploring oncology applications for our internal PD-L1 portfolio.

About AB-161

AB-161 is our next generation oral small molecule RNA destabilizer, specifically designed to target the liver. Mechanistically, RNA destabilizers target the host proteins PAPD5/7, which are involved in regulating the stability of HBV RNA transcripts. In doing so, RNA destabilizers lead to the selective degradation of HBV RNAs, thus reducing HBsAg levels and inhibiting viral replication. To provide a proprietary all-oral treatment regimen for patients with cHBV, we believe inclusion of a small molecule RNA destabilizer is key.

About AB-343

AB-343 is our lead coronavirus drug candidate that inhibits the main protease (Mpro), a validated target for the treatment of COVID-19 and potential future coronavirus outbreaks. In our pre-clinical research conducted to date, AB-343 has shown robust pan-coronavirus antiviral activity, no reduction in potency against known SARS-CoV-2 variants, and Mpro resistant strains, and a favorable drug-drug interaction profile with no need for ritonavir boosting. We see an opportunity to pursue a potential combination therapeutic strategy focusing on Mpro and nsp12 viral polymerase targets to reduce hospitalizations, achieve better patient treatment outcomes and provide pre-exposure prophylactic therapy.

About HBV

Hepatitis B is a potentially life-threatening liver infection caused by the hepatitis B virus (HBV). HBV can cause chronic infection which leads to a higher risk of death from cirrhosis and liver cancer. Chronic HBV infection represents a significant unmet medical need. The World Health Organization estimates that over 290 million people worldwide suffer from chronic HBV infection, while other estimates indicate that approximately 2.4 million people in the United States suffer from chronic HBV infection. Approximately 820,000 people die every year from complications related to chronic HBV infection despite the availability of effective vaccines and current treatment options. 

About Coronaviruses

Coronaviruses are a large family of viruses that range from the common cold to more severe diseases such as severe acute respiratory syndrome (SARS), Middle East respiratory syndrome (MERS), and COVID-19. COVID-19 has caused approximately 7.2 million deaths globally according to an analysis by the Institute for Health Metrics and Evaluation (IHME). As we strive to identify and develop new antiviral small molecules to treat COVID-19 and future coronavirus outbreaks, we have focused our research efforts on two essential targets critical for replication across all coronaviruses – nsp5 protease and nsp12 polymerase. 

Entry into a Material Definitive Agreement

On March 2, 2023 Amgen Inc. (the "Company") reported that it has issued and sold $2,000,000,000 aggregate principal amount of the Company’s 5.250% Senior Notes due 2025 (the "2025 Notes"), $1,500,000,000 aggregate principal amount of the Company’s 5.507% Senior Notes due 2026 (the "2026 Notes"), $3,750,000,000 aggregate principal amount of the Company’s 5.150% Senior Notes due 2028 (the "2028 Notes"), $2,750,000,000 aggregate principal amount of the Company’s 5.250% Senior Notes due 2030 (the "2030 Notes"), $4,250,000,000 aggregate principal amount of the Company’s 5.250% Senior Notes due 2033 (the "2033 Notes"), $2,750,000,000 aggregate principal amount of the Company’s 5.600% Senior Notes due 2043 (the "2043 Notes"), $4,250,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2053 (the "2053 Notes") and $2,750,000,000 aggregate principal amount of the Company’s 5.750% Senior Notes due 2063 (the "2063 Notes" and, together with the 2025 Notes, the 2026 Notes, the 2028 Notes, the 2030 Notes, the 2033 Notes, the 2043 Notes and the 2053 Notes, the "Notes"). The Notes are registered under an effective Registration Statement on Form S-3 (Registration No. 333-269670) (the "Registration Statement"), filed on February 9, 2023, and were issued pursuant to an indenture, dated as of May 22, 2014 (the "Indenture"), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, and an officer’s certificate, dated as of March 2, 2023 (the "Officer’s Certificate"), setting forth the terms of the Notes (Filing, 8-K, Amgen, MAR 2, 2023, View Source [SID1234628048]). Net proceeds to the Company from the offering were approximately $23,766,627,500 ("Net Cash Proceeds"), after deducting underwriters’ discounts and estimated offering expenses payable by the Company.

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The relevant terms of the Notes are set forth in the Indenture, included as Exhibit 4.1 of the Company’s Current Report on Form 8-K, filed on May 22, 2014, and incorporated herein by reference, and the Officer’s Certificate (including the forms of the Notes) attached hereto as Exhibit 4.2 and incorporated herein by reference.

The 2025 Notes will pay interest at the rate of 5.250% per annum, the 2026 Notes will pay interest at the rate of 5.507% per annum, the 2028 Notes will pay interest at the rate of 5.150% per annum, the 2030 Notes will pay interest at the rate of 5.250% per annum, the 2033 Notes will pay interest at the rate of 5.250% per annum, the 2043 Notes will pay interest at the rate of 5.600% per annum, the 2053 Notes will pay interest at the rate of 5.650% per annum and the 2063 Notes will pay interest at the rate of 5.750% per annum, which shall be payable in cash semi-annually in arrears on March 2 and September 2 of each year, beginning on September 2, 2023. The 2025 Notes will mature on March 2, 2025, the 2026 Notes will mature on March 2, 2026, the 2028 Notes will mature on March 2, 2028, the 2030 Notes will mature on March 2, 2030, the 2033 Notes will mature on March 2, 2033, the 2043 Notes will mature on March 2, 2043, the 2053 Notes will mature on March 2, 2053 and the 2063 Notes will mature on March 2, 2063.

The Company plans to use the Net Cash Proceeds to fund its acquisition of Horizon Therapeutics plc (the "Acquisition") pursuant to the transaction agreement entered into on December 11, 2022 (the "Transaction Agreement"). The offering is not conditioned upon the consummation of the Acquisition; however, if (i) the consummation of the Acquisition does not occur on or before the later of (x) January 31, 2024 or (y) such later date to which the Transaction Agreement as in effect on March 2, 2023 may be extended in accordance with its terms (the "Special Mandatory Redemption End Date"), (ii) prior to the Special Mandatory Redemption End Date, the Transaction Agreement is terminated or (iii) the Company otherwise notifies the trustee of the Notes that it will not pursue the consummation of the Acquisition, the Company will be required to redeem the Notes of each series then outstanding, other than the 2063 Notes, at a special mandatory redemption price equal to 101% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest to, but excluding, the special mandatory redemption date, as further described in the final prospectus supplement, dated February 15, 2023, filed in connection with the offering of the Notes.

In the event of a change in control triggering event, as defined in the Officer’s Certificate, the holders of the Notes may require the Company to purchase for cash all or a portion of their Notes at a purchase price equal to 101% of the principal amount of Notes, plus accrued and unpaid interest, if any. The descriptions of the Indenture, the Officer’s Certificate and the Notes in this report are summaries and are qualified in their entirety by the terms of the Indenture, the Officer’s Certificate and the Notes, respectively.

The Notes will rank equal in right of payment to all of the Company’s other existing and future senior unsecured indebtedness, senior in right of payment to all of the Company’s existing and future subordinated indebtedness, effectively subordinated in right of payment to all of the Company’s subsidiaries’ obligations (including secured and unsecured obligations) and subordinated in right of payment to the Company’s secured obligations, to the extent of the assets securing such obligations.

Permanent Reduction of Bridge Credit Facility

On December 12, 2022, the Company, Citibank, N.A. ("Citibank"), as administrative agent, Bank of America, N.A. ("Bank of America"), as syndication agent, and Citibank and Bank of America as lead arrangers and book runners entered into a bridge credit facility (the "Bridge Credit Facility") (as filed in our Current Report on Form 8-K on December 12, 2022) providing for borrowings of up to $28.5 billion to finance the Acquisition. The commitments under the Bridge Credit Facility were automatically reduced on December 22, 2022 by the amount of our term loan credit facility (as filed in our Current Report on Form 8-K on December 22, 2022) entered into by the Company, Citibank, as administrative agent, Bank of America, as syndication agent, Citibank, Bank of America, Goldman Sachs Bank USA and Mizuho Bank, Ltd., as lead arrangers and bookrunners, and Goldman Sachs Bank USA and Mizuho Bank, Ltd. as documentation agents providing for (1) a $2,000,000,000 18-month term loan tranche and (2) a $2,000,000,000 3-year term loan tranche.

Following the issuance and sale of the Notes described above, the commitments under the Bridge Credit Facility have been further reduced by the amount corresponding to the Net Cash Proceeds to the Company from the Notes offering.

Allogene Therapeutics Announces Participation in Two Upcoming Investor Conferences

On March 2, 2023 Allogene Therapeutics, Inc. (Nasdaq: ALLO), a clinical-stage biotechnology company pioneering the development of allogeneic CAR T (AlloCAR T) products for cancer, reported that it will participate in two upcoming investor conferences (Press release, Allogene, MAR 2, 2023, View Source [SID1234628047]).

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Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

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Cowen 43rd Annual Health Care Conference
Monday, March 6, 2023
8:10AM PT/11:10AM ET

Oppenheimer 33rd Annual Healthcare Conference
Tuesday, March 14, 2023
9:00AM PT/12:00PM ET

Any available webcasts will be posted to the Company’s website at www.allogene.com under the Investors tab in the News and Events section. Following a live webcast, a replay will be available on the Company’s website for approximately 30 days.