On August 20, 2020 Kintara Therapeutics, Inc. (formerly DelMar Pharmaceuticals, Inc.) ("Kintara" or the "Company") (Nasdaq: KTRA) reported that it has completed its merger with Adgero Biopharmaceuticals Holdings, Inc. (Adgero) (Press release, DelMar Pharmaceuticals, AUG 20, 2020, View Source [SID1234563907]). Commencing today, August 20, 2020, the combined company will operate as Kintara Therapeutics, Inc. and its shares of common stock will commence trading on the Nasdaq Capital Market under the ticker symbol "KTRA." Kintara is a diversified biopharmaceutical company with multiple oncology product candidates in development, including VAL-083 for the treatment of drug-resistant solid tumors such as glioblastoma multiforme (GBM) and REM-001 for the treatment of cutaneous metastatic breast cancer (CMBC).
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Concurrent with the closing of the merger, the Company closed its previously announced private placement with investors providing for the sale and issuance of 19,587 shares of its Series C Convertible Preferred Stock (the "Preferred Stock") at a purchase price of $1,000 per share priced at-the-market under the rules of the Nasdaq Stock Market. The Preferred Stock is convertible into shares of the Company’s common stock at a conversion price of $1.16 per share. The offering resulted in gross proceeds to the Company of approximately $19.6 million.
The Company intends to use the net proceeds from the offering to fund the previously announced registration study for VAL-083 in newly diagnosed and recurrent GBM, the 15-patient REM-001 confirmatory lead-in study intended to continue seamlessly into a full Phase 3 pivotal study for CMBC, and for working capital. Also, as previously disclosed, the GBM trial will be executed through the Company’s partnership with Global Coalition for Adaptive Research (GCAR) through the Glioblastoma Adaptive Global Innovative Learning Environment (GBM AGILE) Study, an adaptive clinical trial platform in GBM.
The Preferred Stock accrues dividends payable in shares of the Company’s common stock on the first four anniversaries of the closing of the private placement as long as the Preferred Stock has not been converted, with percentages ranging from 10% in year one to 25% in year four.
The board of directors of Kintara is now comprised of Robert Hoffman, Laura Johnson, Rob Toth and Saiid Zarrabian, who are current directors of the Company, and John Liatos and Keith Murphy from Adgero.
The shares of Preferred Stock described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act"), and, along with the common shares issuable upon their exercise or payable as dividends pursuant to the Preferred Stock, have not been registered under the Act, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.