On February 1, 2024, Inhibikase Therapeutics, Inc. (the "Company") reported to have entered into an At The Market Offering Agreement (the "Agreement") with H.C. Wainwright & Co., LLC, as sales agent (the "Agent"), pursuant to which the Company may, from time to time, issue and sell shares of its common stock, par value $0.001 per share, in an aggregate offering price of up to $5,659,255 (the "Shares") through the Agent (Filing, 8-K, Inhibikase Therapeutics, FEB 1, 2024, View Source [SID1234639780]).

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The offer and sales of the Shares made pursuant to the Agreement, if any, will be made under the Company’s effective "shelf" registration statement on Form S-3 (File No. 333-262551) dated February 11, 2022, the base prospectus contained therein, and a prospectus supplement related to the offering of the Shares dated February 1, 2024.

Under the terms of the Agreement, the Agent may sell the Shares at market prices by any method that is deemed to be an "at the market offering" as defined in Rule 415 under the Securities Act, as amended.

Subject to the terms and conditions of the Agreement, the Agent will use its commercially reasonable efforts to sell the Shares from time to time, based upon the Company’s instructions. The Company has no obligation to sell any of the Shares, and may at any time suspend sales under the Agreement or terminate the Agreement in accordance with its terms. The Company has provided the Agent with customary indemnification rights, and the Agent will be entitled to a fixed commission of 3.0% of the aggregate gross proceeds from the Shares sold. The Agreement contains customary representations and warranties, and the Company is required to deliver customary closing documents and certificates in connection with sales of the Shares. The Company has agreed to reimburse the Agent for the fees and disbursements of its counsel, payable upon execution of the Agreement, in an amount not to exceed $50,000 in connection with the establishment of this at-the-market offering program plus an additional amount of up to $2,500 for each quarterly period thereafter.

The legal opinion of McDermott Will and Emery LLP, counsel to the Company, relating to the Shares is filed as Exhibit 5.1 hereto.

The foregoing description of the Agreement is not complete and is qualified in its entirety by reference to the full text of such agreement, a copy of which was filed as Exhibit 10.1 hereto and incorporated herein by reference.

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

On February 1, 2024 ImmunoGen, Inc., (Nasdaq: IMGN), a leader in the expanding field of antibody-drug conjugates (ADCs) for the treatment of cancer, reported that the compensation committee of the Company’s Board of Directors (the "Compensation Committee") approved, effective as of January 31, 2024, the grant of restricted stock units ("RSUs") covering 68,940 shares of ImmunoGen’s common stock under the ImmunoGen, Inc. Inducement Equity Incentive Plan, as amended (the "Inducement Plan") to eleven new employees (Press release, ImmunoGen, FEB 1, 2024, View Source [SID1234639779]).

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The Inducement Plan is used exclusively for the grant of equity awards to individuals who were not previously employees of ImmunoGen (or following a bona fide period of non-employment), as an inducement material to such individual’s entering into employment with ImmunoGen, pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules.

Each RSU will vest as to 25% of the shares underlying the RSU award on the first anniversary of the grant date and as to an additional 25% of the shares underlying the RSU award annually thereafter for the next three years, subject to the employee’s continued employment on each vesting date. Each RSU is subject to the terms and conditions of the Inducement Plan and the terms and conditions of an RSU agreement covering the grants.

On February 1, 2024 IGM Biosciences, Inc. (Nasdaq: IGMS), a clinical-stage biotechnology company creating and developing engineered IgM antibodies, reported that Fred Schwarzer, Chief Executive Officer, will participate in a fireside chat at the Guggenheim Healthcare Talks 6th Annual Biotechnology Conference on Thursday, February 8, 2024, at 2:30 p.m. EST in New York (Press release, IGM Biosciences, FEB 1, 2024, View Source [SID1234639778]).

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A live webcast of the event will be available on the "Events and Presentations" page in the "Investors" section of the Company’s website at View Source A replay of the webcast will be archived on the Company’s website for 90 days following the presentation.

On February 1, 2024 Evaxion Biotech A/S (NASDAQ: EVAX) ("Evaxion" or the "Company"), a clinical-stage TechBio company specializing in developing AI-Immunology powered vaccines, reported the pricing of a public offering of an aggregate of 3,750,000 of its American Depositary Shares ("ADSs") (or pre-funded warrants in lieu thereof) and warrants to purchase up to 3,750,000 ADSs at a combined public offering price of $4.00 per ADS (or pre-funded warrant in lieu thereof) and accompanying warrant. MSD Global Health Innovation Fund (MSD GHI), a corporate venture capital arm of Merck & Co., Inc., Rahway, NJ, USA, who became an Evaxion shareholder in December 2023, is also participating in this offering (Press release, Evaxion Biotech, FEB 1, 2024, View Source [SID1234639776]). The warrants will have an exercise price of $4.00 per ADS, will be exercisable immediately upon issuance and will expire five years following the date of issuance. Each ADS represents ten ordinary shares of the Company. The closing of the offering is expected to occur on or about February 5, 2024, subject to the satisfaction of customary closing conditions.

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H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds to the Company from the offering are expected to be $15 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. The Company intends to use the net proceeds of this offering to advance the Company’s preclinical and clinical pipeline, and for continuing operating expenses and working capital.

The securities described above are being offered pursuant to a registration statement on Form F-1 (File No. 333-276505), which was declared effective by the Securities and Exchange Commission, or the SEC, on February 1, 2024. The offering is made only by means of a prospectus forming a part of the effective registration statement relating to the offering. A preliminary prospectus relating to the offering has been filed with the SEC and a final prospectus relating to the offering will be filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC’s website located at View Source and may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at [email protected].

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

On February 1, 2024 Defence Therapeutics Inc. ("Defence" or the "Company"), one of the leading Canadian biotechnology companies working in the field of immune-oncology, reported the closing of the 1st tranche of its previously announced non-brokered private placement (the "Offering") of units of the Company (the "Units") at a price of $1.50 per Unit for aggregate gross proceeds of $850,500.00 (the "Closing") (Press release, Defence Therapeutics, FEB 1, 2024, View Source;utm_medium=rss&utm_campaign=defence-therapeutics-completes-1st-tranche-of-financing [SID1234639775]). Each Unit consists of one common share in the capital of the Company (each, a "Share") and one common share purchase warrant (each, a "Warrant").
Each Warrant is exercisable to acquire one Share at an exercise price of $2.00 per Share on or before January 30th, 2026 (the "Warrant Expiry Date").

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In connection with the Closing, the Company paid a cash finder’s fee of $68,040.00 and issued 45,360 finder’s warrants (the "Finder’s Warrants") to a certain qualified arm’s length finder. Each Finder’s Warrant is exercisable into one Share at an exercise price of $2.00 per Share on or before the Warrant Expiry Date.

The Company intends to use the net proceeds of the Offering to advance its preclinical and clinical programs, including as previously announced the Phase I clinical trial of Defence’s AccuTOX administered intratumorally in patients with stage IIIB to IV melanoma, and for general working capital.

All securities issued in connection with the Offering are subject to a statutory hold period of four months plus a day from their date of issue in accordance with applicable securities legislation.

The securities being referred to in this news release have not been, nor will they be, registered under the United States (U.S.) Securities Act of 1933, as amended, and may not be offered or sold in the U.S. or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.