Catalyst Biosciences Provides Corporate Update
28 Febbraio 2023 - 2:00PM
Catalyst Biosciences Inc. (NASDAQ: CBIO) (“Catalyst” or “the
Company”) today provided two corporate updates.
- In connection with the Company’s previously announced asset
purchase agreement with GNI Group Ltd (“GNI Group”) and GNI Hong
Kong Limited (together “GNI”) to purchase all of the assets and
intellectual property rights primarily related to GNI’s proprietary
hydronidone compound outside of China (collectively, the “F351
Assets”), and the definitive agreement with GNI and other minority
stockholders to purchase their controlling interest in Beijing
Continent Pharmaceutical Co. Ltd., a commercial-stage
pharmaceutical company (the “GNI Transactions”), GNI Group reported
its Consolidated Financial Results for its Fiscal Year 2022 on
February 15, 2023 showing continued revenue and profit growth
from pirfenidone sales in China for the treatment of
idiopathic pulmonary fibrosis, which includes revenue of
approximately $102 million and net profit of approximately $23
million. A copy of GNI Group’s financial results is available on
the GNI Group investor relations website:
https://www.gnipharma.com/english/ir/.
- On February 27, 2023, the Company signed an asset purchase
agreement with GC Biopharma (GCBP) pursuant to which GCBP acquired
the Company’s legacy rare bleeding disorders programs including
marzeptacog alpha activated (MarzAA), dalcinonacog alpha (DalcA)
and CB-2679d-GT for a total of $6 million, $1 million payable on
signing and $5 million payable on February 28, 2025, subject to
satisfaction of post-closing indemnification obligations. Once
received, the net proceeds from the transaction will be distributed
to holders of the contingent value right issued to Catalyst
stockholders of record on January 5, 2023.
About Catalyst BiosciencesCatalyst is a
biopharmaceutical company focused on developing its recently
acquired small molecule F351 (hydronidone) for the treatment of
fibrotic diseases including hepatitis B associated fibrosis
and non-alcoholic steatohepatitis. The Company previously focused
on protease engineering-based drug discovery and development to
address unmet medical needs in disorders of the complement or
coagulation systems and has been monetizing these assets to
distribute cash to its stockholders. Additional information may be
found on the Investor page of the Company’s website
at: https://ir.catalystbiosciences.com/.
Cautionary Note Regarding Forward-Looking
StatementsThis press release contains forward-looking
statements (including within the meaning of Section 21E of the
Securities Exchange Act of 1934, as amended, and Section 27A of the
Securities Act of 1933, as amended (the “Securities Act”)
concerning Catalyst, GNI, the GNI Transactions, and potential
future payments and distributions from the sale of the Company’s
legacy rare bleeding disorders programs to GCBP. These statements
may discuss goals, intentions and expectations as to future plans,
trends, events, results of operations or financial condition, or
otherwise, based on current beliefs of the management of Catalyst
and GNI, as well as assumptions made by, and information currently
available to, management of Catalyst and GNI. Forward-looking
statements generally include statements that are predictive in
nature and depend upon or refer to future events or conditions that
are predictions or indicate future events or prospects, although
not all forward-looking statements contain these words. Statements
that are not historical facts are forward-looking statements.
Forward-looking statements in this communication include, but are
not limited to, expectations regarding the GNI Transactions; the
potential of, and expectations regarding, GNI’s programs, and the
potential for an additional $5 million payment from GCBP; and the
distribution of cash to legacy Catalyst stockholders.
Forward-looking statements are based on current beliefs and
assumptions that are subject to risks and uncertainties and are not
guarantees of future performance. Actual results and the timing of
events could differ materially from those anticipated in such
forward-looking statements as a result of these risks and
uncertainties, which include, without limitation: (i) uncertainties
as to the timing of the GNI Transactions; (ii) risk that future
payments from GCBP will be reduced by indemnification claims under
the Company’s agreement with GCBP; (iii) risks related to
Catalyst’s ability to manage its operating expenses and expenses
associated with the GNI Transactions; (iv) risks related to the
failure or delay in obtaining required approvals from any
governmental or quasi-governmental entity necessary to consummate
the proposed transactions contemplated by the GNI Transactions; (v)
unexpected costs, charges or expenses resulting from the purchase
of the F351 Assets; (vi) potential adverse reactions or changes to
business relationships resulting from the announcement or
completion of the GNI Transactions; (vii) risks related to the
inability of the combined company to obtain sufficient additional
capital to continue to advance the product candidates and
preclinical programs of Catalyst; and (viii) risks associated with
the possible failure to realize certain anticipated benefits of the
GNI Transactions, including with respect to future financial and
operating results. The foregoing review of important factors that
could cause actual events to differ from expectations should not be
construed as exhaustive and should be read in conjunction with
statements that are included herein and elsewhere, including the
risk factors included in Catalyst’s most recent Annual Report on
Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on
Form 8-K filed with the Securities and Exchange Commission (“SEC”)
as well as the proxy statement and registration statement on Form
S-3 to be filed with the SEC by Catalyst. Catalyst and GNI can give
no assurance that the conditions to the GNI Transactions will be
satisfied. Except as required by applicable law, Catalyst and GNI
undertake no obligation to revise or update any forward-looking
statement, or to make any other forward-looking statements, whether
as a result of new information, future events or otherwise.
This press release contains hyperlinks to information that is
not deemed to be incorporated by reference into this press
release.
No Offer or SolicitationThis press release is
not intended to and does not constitute an offer to sell or the
solicitation of an offer to subscribe for or buy or an invitation
to purchase or subscribe for any securities or the solicitation of
any vote in any jurisdiction pursuant to the proposed transactions
or otherwise, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable law.
No offer of securities shall be made except by means of a
prospectus meeting the requirements of the Securities Act. Subject
to certain exceptions to be approved by the relevant regulators or
certain facts to be ascertained, the public offer will not be made
directly or indirectly, in or into any jurisdiction where to do so
would constitute a violation of the laws of such jurisdiction, or
by use of the mails or by any means or instrumentality (including
without limitation, telephone and the internet) of interstate or
foreign commerce, or any facility of a national securities
exchange, of any such jurisdiction.
Important Additional Information Will be Filed with the
SECIn connection with the proposed transactions between
Catalyst and GNI, Catalyst intends to file relevant materials with
the SEC, including a proxy statement and registration statement on
Form S-3 that will contain a prospectus of Catalyst. CATALYST AND
GNI URGE INVESTORS AND STOCKHOLDERS TO READ THESE MATERIALS
CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CATALYST, GNI, THE
GNI TRANSACTIONS AND RELATED MATTERS. Investors and stockholders
will be able to obtain free copies of the proxy statement and
prospectus and other documents filed by Catalyst with the SEC (when
they become available) through the website maintained by the SEC at
www.sec.gov. In addition, investors and stockholders will be able
to obtain free copies of the proxy statement and prospectus and
other documents filed by Catalyst with the SEC by contacting
Catalyst Biosciences Inc. at investors@catbio.com. Investors and
stockholders are urged to read the proxy statement/prospectus and
the other relevant materials when they become available before
making any voting or investment decision with respect to the
proposed transactions.
Participants in the SolicitationCatalyst, GNI
and their respective directors and executive officers may be
considered participants in the solicitation of proxies in
connection with the proposed transactions. Information about
Catalyst’s directors and executive officers is included in
Catalyst’s most recent Annual Report on Form 10-K, including any
information incorporated therein by reference, as filed with the
SEC, the proxy statement for Catalyst’s 2022 annual meeting of
stockholders, and Catalyst’s Form 8-K filed with the SEC on
December 27, 2022. Additional information regarding the persons who
may be deemed participants in the solicitation of proxies will be
included in the proxy statement and prospectus relating to the
proposed transactions when it is filed with the SEC. These
documents can be obtained free of charge from the sources indicated
above.
Investor Contact:
Catalyst Biosciences, Inc.Trisha Colton, Investor
Relationsinvestors@catbio.com
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