Oncobiologics Announces Closing of Strategic Partnership Deal with GMS Tenshi Holdings
31 Ottobre 2017 - 2:00PM
Oncobiologics, Inc. (NASDAQ:ONS), today announced that it closed
the sale of the remaining securities to GMS Tenshi Holdings Pte.
Limited (“GMS Tenshi”) in the previously announced $25.0 million
private placement, which builds a strategic partnership to
accelerate the commercialization of Oncobiologics’ biosimilar
candidates. Oncobiologics stockholders approved the transaction,
along with all of the other proposals voted upon, at its Annual
Meeting of Stockholders held on October 26, 2017.
As previously announced, on September 7, 2017, Oncobiologics and
GMS Tenshi entered into a purchase agreement providing for the
private placement of $25.0 million of Oncobiologics’ Series A
Convertible Preferred Stock (“Series A”), as well as warrants to
acquire up to an additional 16,750,000 shares of its common stock
(the “Warrants”) having an aggregate exercise price of
approximately $15.0 million. Oncobiologics closed the initial
sale of 32,628 shares of Series A to GMS Tenshi for approximately
$3.3 million of cash on September 11, 2017 and entered into an
Investor Rights Agreement in connection therewith. Also on
September 7, 2017, Oncobiologics and GMS Tenshi entered into a
Joint Development and License Agreement (which superseded and
replaced an earlier agreement) providing for the license to GMS
Tenshi of rights to Oncobiologics’ two lead biosimilar assets,
ONS-1045 (biosimilar to Avastin®) and ONS-3010 (biosimilar to
Humira®) in emerging markets, excluding China, India and Mexico,
for an aggregate of $5.0 million in upfront and milestone payments,
as well as potential additional milestones of up to $5.0 million
and a net profit share. On October 31, 2017, Oncobiologics
closed the sale of the additional 217,372 remaining shares of
Series A and the Warrants for approximately $21.7 million of
cash.
Effective upon the closing of the sale of remaining Series A and
Warrants to GMS Tenshi, Oncobiologics’ Board appointed Claudio
Albrecht and Yezan Haddadin to its Board of Directors, which
individuals filled vacancies on the Board created by the
resignations of Todd M. Brady, M.D., Ph.D. and Albert D. Dyrness,
which were effective as of the closing of the sale of the remaining
Series A and Warrants to GMS Tenshi. Each of Mr. Albrecht and Mr.
Haddadin was designated by GMS Tenshi under the Investor Rights
Agreement dated September 11, 2017.
Oncobiologics’ Chairman and Chief Executive Officer, Pankaj
Mohan, Ph.D., commented, “This partnership with GMS Tenshi provides
us with real world operational experience and financial expertise
to complete the development and commercialization of our biosimilar
drug product candidates with a global perspective. This investment
will also significantly enhance our commercialization abilities in
emerging markets, along with our partnering and licensing
capabilities. Our new collaborator shares in our vision to
accelerate the commercialization of the BioSymphony™ Platform and
our pipeline, in the hopes of bringing affordable biologic drugs to
patients around the world.”
On October 31, 2017, pursuant to that certain previously
announced Purchase and Exchange Agreement dated September 7, 2017
by and among Oncobiologics, Inc. and two of its existing investors,
Oncobiologics also exchanged $1.5 million aggregate principal
amount of its outstanding senior secured notes held by such
investors for 1,500,000 of Oncobiologics’ non-voting, Series B
Convertible Preferred Stock concurrent with the issuance of the
remaining 217,372 shares of Series A and Warrants to GMS
Tenshi.
About Oncobiologics, Inc. and its BioSymphony™
PlatformOncobiologics is a clinical-stage
biopharmaceutical company focused on identifying, developing,
manufacturing and commercializing complex biosimilar therapeutics.
Its current focus is on technically challenging and commercially
attractive monoclonal antibodies (mAbs) in the disease areas of
immunology and oncology. Oncobiologics is advancing its pipeline of
biosimilar products, two of which are currently in clinical
development. Led by a team of biopharmaceutical experts,
Oncobiologics operates from an in-house state-of-the-art fully
integrated research and development, and manufacturing facility in
Cranbury, New Jersey. Oncobiologics employs its BioSymphony™
Platform to address the challenges of biosimilar development and
commercialization by developing high quality mAb biosimilars in an
efficient and cost-effective manner on an accelerated timeline. For
more information, please visit www.oncobiologics.com.
Forward-Looking StatementsThis press release
contains forward-looking statements. All statements other
than statements of historical facts are “forward-looking
statements,” including those relating to future events. In some
cases, you can identify forward-looking statements by terminology
such as “may,” “might,” “will,” “should,” “expect,” “plan,”
“anticipate,” “project,” “believe,” “estimate,” “predict,”
“potential,” “intend” or “continue,” the negative of terms like
these or other comparable terminology, and other words or terms of
similar meaning. These include statements about the effects
of partnering with GMS Tenshi on our ability to continue
development of, and potentially commercialize, our biosimilar
product candidates, among others. Although we believe that we have
a reasonable basis for forward-looking statements contained herein,
we caution you that they are based on current expectations about
future events affecting us and are subject to risks, uncertainties
and factors relating to our operations and business environment,
all of which are difficult to predict and many of which are beyond
our control. Therefore, they may cause our actual results to differ
materially from those expressed or implied by forward-looking
statements in this presentation. All forward-looking statements
included in this press release are expressly qualified in their
entirety by the foregoing cautionary statements. You are cautioned
not to place undue reliance on these forward-looking statements,
which speak only as of the date hereof. We do not undertake any
obligation to update, amend or clarify these forward-looking
statements whether as a result of new information, future events or
otherwise, except as may be required under applicable securities
law.
CONTACTS:
Oncobiologics:Lawrence A. KenyonChief Financial
OfficerLawrenceKenyon@oncobiologics.com
Media & Investors: Alex FudukidisRusso Partners,
LLCalex.fudukidis@russopartnersllc.com
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