Jazz Pharmaceuticals Announces Private Offering of $850 Million of Exchangeable Senior Notes due 2030 and Concurrent Ordinary Share Repurchases

On September 3, 2024 Jazz Pharmaceuticals plc (Nasdaq: JAZZ) ("Jazz Pharmaceuticals") reported that Jazz Investments I Limited, its wholly-owned subsidiary (the "Issuer"), intends to offer, subject to market conditions and other factors, $850 million aggregate principal amount of exchangeable senior notes due 2030 (the "notes") in a private offering (the "offering") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") (Press release, Jazz Pharmaceuticals, SEP 3, 2024, View Source [SID1234646323]). The Issuer also expects to grant the initial purchasers of the notes an option, exercisable within a period of 13 days from and including the date the notes are first issued, to purchase up to an additional $150 million aggregate principal amount of notes.

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The notes will be exchangeable under certain conditions. The Issuer will settle exchanges by paying cash up to the aggregate principal amount of the notes to be exchanged. The remainder, if any, of the Issuer’s exchange obligation in excess of the aggregate principal amount of the notes, will be settled in cash, ordinary shares of Jazz Pharmaceuticals ("ordinary shares") or a combination of cash and ordinary shares, at the Issuer’s election. The interest rate, initial exchange rate and other terms of the notes will be determined at the time of pricing of the offering.

The notes will be general unsecured obligations of the Issuer and will accrue interest payable semiannually in arrears. The Issuer’s obligations under the notes will be fully and unconditionally guaranteed on a senior unsecured basis by Jazz Pharmaceuticals; will rank pari passu in right of payment with the Issuer’s existing 2.000% exchangeable senior notes due 2026; will be effectively subordinated to the Issuer’s guarantees of the indebtedness under Jazz Pharmaceuticals’ credit agreement (the "credit agreement") and Jazz Pharmaceuticals’ 4.375% senior secured notes due 2029 (the "senior secured notes") to the extent of the value of the assets securing such guarantees; and will be structurally subordinated to the indebtedness and guarantees under the credit agreement and the senior secured notes of Jazz Pharmaceuticals’ other subsidiaries that are borrowers or have provided guarantees of such indebtedness.

Jazz Pharmaceuticals, together with its consolidated subsidiaries ("Jazz"), expects to use a portion of the net proceeds to prepay up to approximately $350 million of the term loans outstanding under the credit agreement and the remainder for general corporate purposes. If the initial purchasers exercise their option to purchase additional notes, Jazz expects to use the net proceeds from the sale of the additional notes for further prepayments of the term loans.

Jazz Pharmaceuticals also expects to repurchase up to $150 million of its ordinary shares from purchasers of the notes in privately negotiated transactions with or through one of the initial purchasers or its affiliate concurrently with the pricing of the offering (the "concurrent ordinary share repurchases"). Jazz Pharmaceuticals expects the purchase price per ordinary share repurchased in such concurrent ordinary share repurchases to equal the closing price per ordinary share on the date of the offering. To the extent Jazz Pharmaceuticals effects any such concurrent ordinary share repurchases, it will pay for such repurchases with existing cash on hand and such repurchases will be effected as part of Jazz Pharmaceuticals’ share repurchase program announced in July 2024. Accordingly, any such concurrent ordinary share repurchases will reduce the remaining amount authorized under the share repurchase program. No assurance can be given as to how much, if any, of Jazz Pharmaceuticals’ ordinary shares will be repurchased or the terms on which they will be repurchased. The concurrent ordinary share repurchases could increase, or reduce the size of any decrease in, the market price of the ordinary shares, including concurrently with the pricing of the notes, resulting in a higher effective exchange price for the notes. This press release is not an offer to repurchase the ordinary shares, and the offering of the notes is not contingent upon the repurchase of any ordinary shares.

None of the notes, the guarantee or the ordinary shares issuable upon exchange of the notes, if any, have been registered under the Securities Act or the securities laws of any other jurisdiction, and, unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

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

Biostar Announces Completion of Patient Recruitment for US Phase 1 Clinical Study of Utidelone Capsul

On September 3, 2024 Biostar Pharma, Inc., the US subsidiary of Beijing Biostar Pharmaceuticals Co., Ltd. which is a synthetic biology driven biopharma company focusing on the discovery, development and commercialization of innovative oncology drugs, reported that subject recruitment of a US Phase 1 clinical study of Utidelone Capsule (UTD2), a company’s key pipeline product, for advanced solid tumors (NCT05681000) has been completed (Press release, Biostar, SEP 3, 2024, View Source [SID1234646322]).

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This study is an open-label, dose-escalation Phase 1 clinical study, and conducted in several institutions across the US including Sarah Cannon Research Institute (Florida Cancer Specialists & Research Institute), University of Southern California, and the Washington University in St. Louis. The primary objective of this study is to determine the maximum tolerated dose (MTD) and dose-limiting toxicity (DLT); the secondary objective is to evaluate the efficacy and pharmacokinetic profile of UTD2 monotherapy in patients with advanced solid tumors.

Five dose cohorts were explored in this study. After confirming the DLT (diarrhea) in the highest dose cohort, 75mg/m2/day x 5 days was determined as MTD. A total of 18 patients with more than 10 different types of advanced solid tumors were enrolled. The median age was 63 years old, and 2/3 of the patients had received ≥ 3 lines of prior treatments. As of now, efficacy evaluations were completed in 12 patients, and 1 complete response (CR, ovarian cancer), 1 partial response (PR, ovarian cancer), and 8 stable disease (SD, prostate cancer, testicular cancer, non-small cell lung cancer, pancreatic cancer, appendix adenocarcinoma, soft tissue sarcoma, etc.) were obtained with a clinical benefit rate of 83%. The results further demonstrated the broad-spectrum anti-tumor property of Utidelone. As for treatment duration, more than half of these patients received ≥3 cycles of treatments, and the maximum duration of response reached 36 weeks. In terms of safety, most treatment-related adverse events (TRAEs) were grade 1-2, and the most frequently seen TRAEs (incidence ≥ 20%, including all grades) were diarrhea (55.6%), fatigue (33.3%), and neutropenia (22.2%), all of which were manageable. The preliminary results of this study were also presented at the 2024 ASCO (Free ASCO Whitepaper) meeting.

Dr. Li Tang, Chairman of Biostar Pharma commented: "This is the first study of UTD2 that has completed enrollment globally. We successfully achieved the primary objectives and observed encouraging efficacy and safety profiles. We are very grateful for the joint engagement and dedication of our US clinical institutions and investigators. We are confident that this blockbuster product will substantially change the administration regimen of microtubule inhibitors. We will advance the following pipelines for UTD2 at full speed and hopefully bring it to the market to benefit global cancer patients as soon as possible".

Biostar is actively carrying out clinical studies of UTD2 in China and abroad. A pivotal study in China for advanced breast cancer led by Professor Xu Binghe, Cancer Hospital of Chinese Academy of Medical Sciences, is in recruitment. The preliminary findings of this study were also presented at the ASCO (Free ASCO Whitepaper) meeting in 2024; the China Phase 2 study for advanced solid tumors including ovarian cancer and cholangiocarcinoma, etc. is in initiation. In addition, US FDA has granted an Orphan Drug Designation (ODD) to UTD2 for the treatment of advanced gastric cancer, and Biostar is preparing for IND filing of a Phase 2/3 multi-reginal clinical study (MRCT) led by Professor Ruihua Xu of Sun Yat-sen University Cancer Center in both China and US simultaneously.

Utidelone is a new-generation genetically engineered microtubule inhibitor. Utidelone Injection (UTD1) has been launched in China in 2021 for the treatment of metastatic breast cancer (MBC) progressed after at least one anthracycline- or taxane-containing chemotherapy regimen. The phase 3 study data showed that UTD1 is the only one to achieve both PFS and OS benefits for heavily pretreated MBC patients, and the results were twice orally presented at ASCO (Free ASCO Whitepaper) annual meetings. Utidelone has similar mechanism of action with that of taxanes while demonstrating multiple advantages, including better anti-tumor activity, broader anti-tumor spectrum, better safety profile with very low hematologic toxicity, effective against multidrug-resistant tumors with less prone to develop drug resistance, capability of crossing the blood-brain barrier so as to prevent and treat brain tumor, and high oral bioavailability. Multiple indication expansion clinical studies for UTD1 are also in progress in China and US, including but not limited to MRCT Phase 3 study for non-small-cell lung cancer (NSCLC), Phase 2 pivotal study for breast cancer brain metastasis in US and NSCLC brain metastasis in China, and Phase 3 study for breast cancer neoadjuvant in China.

Compared to taxanes, which are difficult for oral formulation development, Utidelone is not susceptible to P-glycoprotein thus cannot be pumped out of the cancer cell by P-glycoprotein and has the advantage for higher oral bioavailability. By utilizing its synthetic biology technology platform, Biostar developed Utidelone Capsule, and its efficacy and safety have been confirmed in both US and China’s studies. Utidelone Capsule will significantly improve the convenience of administration, compliance of patients, decrease in treatment cost and ease of combination therapy with other oral anti-cancer drugs, meaning more suitable for adjuvant and maintenance therapy.

TCBP Announces Dosing of 5 New Patients in ACHIEVE

On September 3, 2024 TC BioPharm (Holdings) PLC ("TC BioPharm" or the "Company") (NASDAQ: TCBP) a clinical stage biotechnology company developing platform allogeneic gamma-delta T cell therapies for cancer and other indications, reported dosing of 5 new patients in the ACHIEVE Phase 2b trial ongoing in the UK (Press release, TC Biopharm, SEP 3, 2024, View Source [SID1234646321]).

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Currently, the trial has successfully dosed 6 patients with their first of 4 possible doses at the higher dose level. Each 5mL dose contains up to 230 million gamma delta T cells, and a patient is expected to receive up to an approximate 1 billion gamma delta T cells over four doses. Five patients have received their second dose, with 2 of these patients having also received their third dose. This correlates with TCBP’s step-wise approach to process improvements, as implemented in Q4 2023, and further steps taken to amend the trial protocol in the first quarter of 2024. New patients will continue to be identified, screened, and enrolled into the study.

"TCBP is excited to announce our rapid progression in the ACHIEVE Phase 2b trial with very strong enrolment in the second part of the trial using the higher dose," stated, Bryan Kobel, CEO of TC BioPharm. "TCB008 is potentially a game-changing monotherapy for blood cancers, and the strong recruitment and patient retention rates are testament to clinician/physician interest in TCB008 as a monotherapy in leukemia. We’re proud of the milestones accomplished to date, having rapidly dosed 6 patients with an additional 10 patients lined up. It is encouraging to see re-dosing of several patients, which we believe reflects positively on the steps the organization took in 2023 and early 2024. TCBP remains poised to execute on our clinical trial plans in 2024 and into 2025, including ACHIEVE and ACHIEVE2, as well as our expanded manufacturing capabilities to enhance our operational capabilities and our economic efficiencies."

The ACHIEVE UK clinical trial is an open-label, phase II study designed to evaluate the efficacy and effectiveness of TCB008 in patients with AML or MDS/AML, with either refractory or relapsed disease.

Acepodia Enters Strategic Clinical Collaboration with Pfizer to Accelerate Development of Antibody-Cell Conjugation-Based Cell Therapies in Autoimmune Diseases

On September 3, 2024 Acepodia (6976:TT), a clinical-stage biotechnology company developing first-in-class cell therapies with its unique Antibody-Cell Conjugation (ACC) and allogeneic gamma delta 2 (γδ2) T cell platforms, reported that it has entered a strategic clinical collaboration with Pfizer Ignite to support the development of its therapies in autoimmune diseases (Press release, Acepodia, SEP 3, 2024, View Source [SID1234646320]). Pfizer Ignite is an end-to-end offering that leverages Pfizer’s significant resources, scale, and expertise, alongside a proven track record in the development of breakthroughs, to support biotechs seeking to accelerate their innovations from preclinical R&D through the development lifecycle. Under this new agreement, Pfizer Ignite will provide strategic guidance and resources to Acepodia as the company develops its cell therapies for oncology and autoimmune diseases.

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Acepodia’s ACC platform, which uses bioorthogonal chemistry and is based on the pioneering work of 2022 Nobel laureate Dr. Carolyn Bertozzi, who applied click chemistry to living systems, creates an off-the-shelf, non-genetically engineered version of CAR-T cell therapy that is more easily scaled and avoids cytokine release storms, neurotoxicity, and other side effects associated with CAR-T cell therapies. Acepodia’s lead clinical candidate, ACE1831, is currently being evaluated in a Phase 1 first-in-human clinical trial for patients with non-Hodgkin’s lymphoma and has demonstrated a robust and durable effect after a single treatment at the lowest dose.

"The significant unmet needs that exist in autoimmune diseases combined with the early positive results that have been seen with CAR-T therapies have opened the door for potential innovations that could provide the efficacy of CAR-T therapy without the challenges that have made routine use of CAR-T in autoimmune diseases difficult," said Sonny Hsiao, Ph.D., chief executive officer of Acepodia. "We see a significant opportunity to bring the benefits of our ACC platform to autoimmune diseases, and working with Pfizer Ignite will position us well to deliver our immunotherapies to patients in desperate need of new options."

By collaborating with Pfizer Ignite, Acepodia will benefit from Pfizer’s resources, deep expertise and R&D capabilities, covering multiple stages such as clinical trial design and regulatory strategies to improve the process of developing innovative drugs.

"Pfizer Ignite is focused on supporting the delivery of innovative therapies that are strategically aligned with Pfizer’s priority areas and have the potential to address significant gaps in patient care, " said Kathy Fernando, SVP, Head of Pfizer Ignite. "Drawing on Pfizer’s deep expertise in oncology and immunology, we look forward to collaborating with Acepodia to help translate their compelling scientific platform into impactful new medicines for patients with unmet need."

IPAX-1 Study of TLX101 Investigational Glioblastoma Therapy Published in Neuro-Oncology Advances

On September 4, 2024 Telix Pharmaceuticals Limited (ASX: TLX, Telix, the Company) reported that the Company’s IPAX-1 Phase I study has been published in Neuro-Oncology Advances, confirming the safety and tolerability profile, and early efficacy of TLX101 therapy, in combination with external beam radiation therapy (EBRT) in recurrent glioblastoma (GBM), the most common and aggressive form of primary brain cancer (Press release, Telix Pharmaceuticals, SEP 3, 2024, View Source [SID1234646319]).

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TLX101 (4-L-[ 131I] iodo-phenylalanine, or 131I-IPA) is a systemically administered targeted radiation therapy that targets L-type amino acid transporter 1 (LAT1), which is typically over-expressed in GBM.

In the first peer-reviewed publication of the IPAX-1 study, Professor Josef Pichler and colleagues report that single or fractionated doses of TLX101 plus EBRT were associated with acceptable tolerability and specific tumour-targeting in patients with recurrent GBM. Authors explain that the study delivered encouraging preliminary efficacy data, demonstrating a median overall survival (OS) of 13 months from the initiation of treatment, or 23 months from initial diagnosis. Given that GBM has a median survival from initial diagnosis of 12-15 months, authors conclude that findings from the IPAX-1 study "support further investigation into the use of TLX101 plus EBRT, including its potential as a first line treatment".

Key findings of the IPAX-1 study, outlined in the paper, include:

All dosing regimens were well tolerated.
Organ-absorbed radiation doses in the red bone marrow (0.38 Gy) and kidney (1.28 Gy) confirmed no radiation-based toxicity.
Stable disease with MRI[1] assessment was observed in 4 of 9 patients at 3 months post-treatment (3-month follow-up, 1 patient did not reach protocol-mandated end of study), yielding a response rate of 44.4%.
At the 3-month follow-up, 6 patients demonstrated metabolic stable disease with 18F-FET PET imaging.
Median progression-free survival was 4.3 months (95% confidence interval, 3.3–4.5), while median OS was 13 months from the initiation of treatment (95% confidence interval, 7.1–27), or 23 months from initial diagnosis.
Metabolic tumour responses were determined using Telix’s investigational PET[2] agent for glioma imaging, TLX101-CDx (Pixclara[3], 18F-floretyrosine or 18F-FET).

Professor Josef Pichler, Kepler University Hospital, Austria, Principal Investigator in the IPAX-1, IPAX-2 and IPAX-Linz studies, and lead author, commented, "A significant unmet need exists for well-tolerated and efficacious treatments for patients with glioblastoma. The results from this Phase I study demonstrate the favourable safety and tolerability profile and preliminary efficacy of TLX101 in combination with second-line EBRT, in patients with recurrent glioblastoma. Following treatment with TLX101 plus EBRT, stable disease was observed in 44% of patients at 3 months post-treatment and median progression-free survival was 4.3 months, with no confirmed radiation toxicity. The overall survival improvement trend seen in this patient population clearly warrants further investigation into the use of TLX101 plus EBRT, including its potential as a first-line treatment. These studies are now well advanced."

Dr David N Cade, Chief Medical Officer at Telix said, "We believe that TLX101 has significant potential to improve outcomes for patients living with glioblastoma – a disease in urgent need of new treatment options. In the front-line setting, the standard of care has not advanced materially in almost two decades, and in recurrent disease, no standard treatment exists. We are encouraged by these data, which show that TLX101, in combination with EBRT, is well tolerated at the doses tested, with preliminary clinical evidence demonstrating an anti-tumour effect and disease stabilisation – outcomes that are very important for this advanced patient population. Telix is pleased to be at the forefront of developing a new therapy for glioblastoma, and we welcome the excellent work conducted by Professor Pichler and his colleagues to progress this."

The IPAX-2 and IPAX-Linz studies in the front-line and recurrent settings continue to progress well in combination with standard of care, and using Telix’s Pixclara3 investigational PET agent as companion diagnostic. Data from IPAX-1, together with these studies, will inform the design of Telix’s future registration-enabling trial for TLX101.

The Neuro-Oncology Advances publication is available online at: View Source

About TLX101

TLX101 is Telix’s LAT1-targeting investigational therapy for patients with brain cancer. TLX101 therapy utilises a small molecule approach due to the need to cross the blood brain barrier, the normal protective barrier that prevents many potential drug candidates entering the brain. TLX101 has received orphan drug designation in the U.S. and Europe for the treatment of glioma.

About the IPAX series of studies

IPAX-1 was a multicenter, open-label, single-arm Phase I study to evaluate TLX101 plus EBRT in patients with recurrent GBM. The primary objective of the IPAX-1 study was to evaluate the safety and tolerability profile of intravenous TLX101 administered concurrently with second line EBRT. Secondary objectives were to determine optimal dosing, biodistribution and radiation absorption into the tumour, as well as assess preliminary efficacy through clinical and imaging-based assessment of tumour response. ClinicalTrials.gov ID: NCT03849105.
IPAX-2 is a Phase I study of TLX101 in combination with post-surgical standard of care treatment in patients with newly diagnosed GBM. Active, dosing patients. ClinicalTrials.gov ID: NCT05450744.
IPAX-Linz is a Phase II investigator-initiated trial of TLX101 in combination with EBRT in patients with recurrent high-grade gliomas (HGG), including GBM. Active, dosing patients.