Aptose enters into $15.5 million agreement with Aspire Capital Fund, LLC
OREANDA-NEWS. Aptose Biosciences Inc. (“Aptose” or the “Company”) (NASDAQ:APTO) (TSX:APS), a clinical-stage company developing highly differentiated therapeutics targeting the underlying mechanisms of cancer, today announced that it has entered into a Common Shares Purchase Agreement (the “Agreement”) of up to US $15.5 Million with Aspire Capital Fund, LLC (“Aspire Capital”). Under the terms of the Agreement, Aspire Capital has made an initial investment via purchase of US $500,000 of APTO common shares at US $1.40 per common share. In addition, Aspire Capital has committed to purchase up to an additional US $15.0 million of common shares of Aptose, at Aptose’s request from time to time during a 30-month period beginning on the effective date of a registration statement related to the transaction and at prices based on the market price at the time of each sale. There are no warrants, derivatives, or other share classes associated with this Agreement. Under the terms of the Agreement, Aptose will control the timing and amount of the further sale of common shares of Aptose to Aspire Capital.
Aptose also provided a corporate update on the development of its two hematology drug candidates, APTO-253 and CG’806, as well as an update on the company’s unaudited cash position:
- APTO-253 is a small molecule inhibitor of c-MYC oncogene expression that does not cause myelosuppression to normal bone marrow.
- Aptose has successfully completed Formal Root Cause Studies for the manufacturing setback related to the clinical batch supply that failed stability testing and has established a Corrective and Prevention Action (CAPA) plan. The Company has initiated the process to manufacture the cGMP batch of clinical supply for a planned return to the clinic.
- Upon manufacture of the cGMP batch of clinical supply, Aptose will perform stability, sterility and mock infusion tests, perform animal bridging and blood compatibility studies and then plan to submit findings to the FDA to seek release of the Clinical Hold and allow return of APTO-253 to the open Phase 1b trial in patients with acute myeloid leukemia (AML) or myelodysplastic syndrome (MDS).
- CG’806 is a highly potent small molecule pan-FLT3/pan-BTK kinase inhibitor under development for the treatment of patients with AML and patients with chronic lymphocytic leukemia (CLL).
- Aptose has produced highly purified batch of drug substance (API) sufficient to complete both pharmacokinetic and dose range finding studies.
- The Company has triggered the process to manufacture multi-kilogram batches of GLP-grade API for use in the formal GLP/IND-enabling animal toxicity studies.
- Based on information currently available, Aptose expects to announce its cash and cash equivalents and investment as of September 30, 2017 to be approximately CA $13.6MM or US $10.9MM, compared to CA $14.2MM or US $10.9MM as of June 30, 2017.
“We are pleased to enter into this transaction with Aspire Capital,” said Dr. William G. Rice, Chairman, President and Chief Executive Officer. “This arrangement enables Aptose to opportunistically access capital in an efficient manner to advance our pipeline products, specifically to return APTO-253 to the clinic for relapsed and refractory AML and high risk MDS patients, and to drive CG’806 towards an IND for AML and B-Cell malignancies.”
“We are pleased to make this investment in Aptose and provide additional financial support for the company’s leading-edge research in oncology, particularly hematology,” said Steven G. Martin, Managing Member of Aspire Capital. “The Company has two exciting product candidates for AML and CLL, tough-to-treat blood cancers in great need of new therapies. We believe that the Company’s progress so far has demonstrated their ability to move these promising programs forward and we are happy to help advance their development.”
There are no limitations on use of proceeds, financial covenants or restrictions on future financings and there are no rights of first refusal, participation rights, penalties or liquidated damages in the Agreement. Aptose maintains the right to terminate the Agreement at any time, at its discretion, without any additional cost or penalty.
As consideration for Aspire Capital’s obligation under the Agreement, Aptose issued 321,429 common shares to Aspire Capital as a commitment fee. Aptose also entered into a Registration Rights Agreement (the “Rights Agreement”) with Aspire Capital in connection with its entry into the Agreement that requires Aptose to file a registration agreement regarding the shares sold to Aspire Capital. Additional detail regarding the Agreement and related Rights Agreement is set forth in Aptose’s Current Report on Form 6-K filed today with the SEC.
Figures reported above with respect to the third quarter of 2017 are preliminary, based on management’s estimates, and have not yet been approved by Aptose’s Audit Committee or Board of Directors, or reviewed by Aptose’s auditor. Accordingly, while Aptose does not expect significant adjustments to total cash and cash equivalents and investments, investors are cautioned that final results may differ from these preliminary results and not to place undue reliance on the foregoing guidance.
Aptose Biosciences is a clinical-stage biotechnology company committed to developing personalized therapies addressing unmet medical needs in oncology. Aptose is advancing new therapeutics focused on novel cellular targets on the leading edge of cancer. The Company's small molecule cancer therapeutics pipeline includes products designed to provide single agent efficacy and to enhance the efficacy of other anti-cancer therapies and regimens without overlapping toxicities.