Key Developments: BioSante Pharmaceuticals Inc (BPAX.A)
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22 May 2013
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Latest Key Developments (Source: Significant Developments)
Aduro Announces Acquisition Of GVAX Assets From BioSante Pharmaceuticals Inc
Aduro BioTech, Inc. announces the acquisition of all GVAX assets from BioSante Pharmaceuticals Inc. including intellectual property and cell lines. This acquisition substantially expands Aduro`s immunotherapy portfolio and strengthens its competitive position in the field. Aduro previously licensed two GVAX vaccines, GVAX Pancreas and GVAX Prostate, for use in combination with its Listeria-based vaccines. This new acquisition covers all uses and includes additional vaccines for multiple myeloma and breast and colon cancer and assumes rights to the existing license agreement for GVAX Melanoma. Under its purchase agreement with BioSante, Aduro paid $1 million upfront and has committed to additional and royalty payments after commercialization of GVAX product. Full Article
BioSante Pharmaceuticals Inc And ANI Pharmaceuticals Announce Merger Agreement
BioSante Pharmaceuticals Inc and ANIP Acquisition Company d/b/a ANI Pharmaceuticals, Inc announced that they have entered into a definitive merger agreement by which the companies will merge in an all-stock transaction, with BioSante as the surviving company. The merger transaction will bring together BioSante’s cash, anticipated future licensing revenues and other assets, including products in development, with ANI’s niche branded and generic pharmaceutical products and contract manufacturing operations, which together generated net sales of over $16 million in 2011. ANI currently generates positive cash flow from operations and has no long-term debt. Under the terms of the agreement, upon completion of the merger, BioSante will issue to ANI stockholders shares of BioSante common stock such that the former ANI stockholders will own approximately 53 % of the combined company’s shares outstanding, and the former BioSante stockholders will own approximately 47%, subject to adjustment as provided in the merger agreement. In addition, immediately prior to the merger, BioSante plans to distribute to its then current stockholders contingent value rights (CVR) providing payment rights arising from a future sale, transfer, license or similar transaction(s) involving BioSante’s LibiGel (female testosterone gel). Full Article
BioSante Pharmaceuticals Inc Announces Positive LibiGel Phase III Safety Data Review And Decision To Conclude Safety Study
BioSante Pharmaceuticals Inc announced that the independent Data Monitoring Committee (DMC) has completed the ninth unblinded review of the LibiGel Phase III cardiovascular events and breast cancer safety study. The independent DMC has recommended that the LibiGel safety study should continue as per the FDA-agreed protocol, without modifications. LibiGel (testosterone gel) is in development for the treatment of female sexual dysfunction (FSD), specifically, hypoactive sexual desire disorder (HSDD) in menopausal women. The objective of the safety study is to show the relative safety of testosterone compared to placebo in the number of cardiovascular (CV) events, as well as the incidence of breast cancer. At the time of this DMC review, there have been 53 adjudicated CV events, with a lower than anticipated event rate of approximately 0.72%. In the same population of subjects, there have been 27 breast cancers reported, a rate of approximately 0.37%, which is in line with the expected rate based on the ages of the subjects enrolled in the study. At this time, BioSante remains blinded to all data. Full Article
BioSante Pharmaceuticals Inc Closes $3,475,000 Registered Direct Offering
BioSante Pharmaceuticals Inc announced the closing of the sale of 2,359,932 shares of its common stock and warrants to purchase up to 1,179,966 additional shares of its common stock in a registered direct offering, resulting in gross cash proceeds to BioSante of $3,475,000. BioSante received net proceeds of approximately $3.3 million after deducting placement agent fees and other offering expenses. Each unit, consisting of one share of common stock and a warrant to purchase 0.5 of a share of common stock, was sold to one institutional investor for a purchase price of $1.4725, which was a premium to the closing price on the day before pricing. The warrants are exercisable immediately at an exercise price of $1.50 per share and will expire on August 17, 2017. Proceeds from the transaction will be used for general corporate purposes, including increasing the Company`s cash reserve for payment of its 3.125% convertible senior notes due May 1, 2013 and to fund its LibiGel clinical activities. Rodman & Renshaw, LLC acted as the exclusive placement agent for the transaction. From time to time, Roth Capital has served as a financial advisor to BioSante. Full Article
BioSante Pharmaceuticals Inc To Raise $3,475,000 In Registered Direct Offering
BioSante Pharmaceuticals Inc announced that it has received a commitment from an institutional investor to purchase $3,475,000 of securities in a registered direct offering. BioSante expects to receive net proceeds of approximately $3.3 million after deducting placement agent fees and other offering expenses. BioSante has entered into a securities purchase agreement with this investor pursuant to which BioSante has agreed to sell 2,359,932 shares of its common stock and warrants to purchase up to 1,179,966 additional shares of its common stock. Each unit, consisting of one share of common stock and a warrant to purchase 0.5 of a share of common stock, will be sold for a purchase price of $1.4725, a premium to the closing price on the day before pricing. The warrants to purchase additional shares will be exercisable at an exercise price of $1.50 per share beginning immediately and will expire five years from their date of issuance. All of the securities were offered pursuant to an effective shelf registration statement. Proceeds from the transaction will be used for general corporate purposes, including increasing its cash reserve for payment of its 3.125% convertible senior notes due May 1, 2013 and to fund its LibiGel clinical activities. The offering is expected to be consummated by August 21, 2012. Rodman & Renshaw, LLC is acting as the exclusive placement agent for the transaction. Full Article
Shareholder Rights Law Firm Johnson & Weaver, LLP Investigates BioSante Pharmaceuticals, Inc. For Securities Fraud
Shareholder Rights Law Firm Johnson & Weaver, LLP announced it is investigating whether certain officers and directors of BioSante Pharmaceuticals, Inc. breached their fiduciary duties and committed violations of United States securities laws. Biosante is a specialty pharmaceutical company that focuses on developing products for female sexual health and oncology. One of Biosante’s products is an experimental drug called LibiGel, which is designed to improve the female sex drive. Johnson & Weaver, LLP’s investigation focuses on whether certain officers and directors of Biosante issued improper financial statements that mislead investors about LibiGel’s effectiveness over placebo. Biosante’s stock price plummeted on December 11, 2011, when the company was forced to reveal that women who took LibiGel in clinical trials did not experience a statistically significant increase in either total satisfying encounters or sexual desire. On this news, Biosante’s stock price dropped from $2.12 to $0.48 per share, or 77.3%, instantly wiping out hundreds of millions of dollars of stockholders’ equity in a single day. Full Article
Briscoe Law Firm and Powers Taylor, LLP Investigate Possible Breaches Of Fiduciary Duty By Officers And Directors Of BioSante Pharmaceuticals, Inc.
Former United States Securities and Exchange Commission attorney Willie Briscoe, founder of The Briscoe Law Firm, PLLC, and the securities litigation firm of Powers Taylor, LLP announced that the firms are investigating legal claims against the officers and Board of Directors of BioSante Pharmaceuticals, Inc. (“BioSante” or “BPAX”) related to potential securities violations between February 8, 2010 and December 15, 2011 (the “Class Period”). In a recently filed federal class action complaint, BioSante and certain of its officers and directors were charged with violating the Securities Exchange Act of 1934. Specifically, the complaint alleges that during the class period the defendants issued materially false and misleading statements to investors about the commercial viability of LibiGel, BioSante’s testosterone gel, and the drug’s effectiveness and market potential, which resulted in artificially high share prices. Notably, on December 14, 2011, BioSante disclosed for the first time that clinical trials of LibiGel failed to yield positive results and users in the tests did not show a significant increase in either sexual desire or satisfying sexual events. As a result of the news, BioSante’s stock price dropped substantially. Full Article
Holzer Holzer & Fistel, LLC Announces Class Action Lawsuit Filed On Behalf Of Investors In BioSante Pharmaceuticals, Inc.
Holzer Holzer & Fistel, LLC announced that a class action lawsuit has been filed in the United States District Court for the Northern District of Illinois on behalf of purchasers of BioSante Pharmaceuticals, Inc. (BioSante) who purchased between February 8, 2010 and December 15, 2011, inclusive (Class Period). The lawsuit alleges, among other things, that during the Class Period BioSante overstated the viability, effectiveness and market potential for its experimental drug LibiGel. On December 14, 2011, BioSante disclosed that clinical trials designed by the Company failed to yield positive results and users of LibiGel in the tests did not experience significantly better results than those receiving a placebo. Full Article
Brower Piven Announces Filing Of Class Action Lawsuit Against BioSante Pharmaceuticals, Inc.
Brower Piven announced that a class action lawsuit has been commenced in the United States District Court for the Northern District of Illinois, Eastern Division, on behalf of all persons or entities who purchased or otherwise acquired the securities of BioSante Pharmaceuticals, Inc. during the period between February 8, 2010 and December 15, 2011, inclusive (Class Period). The complaint accuses the defendants of violations of the Securities Exchange Act of 1934 by virtue of the Company's failure to disclose during the Class Period that BioSante's statements that clinical data demonstrated that LibiGel had a statistically effect on female patients treated with the product and that LibiGel was the clinically advanced pharmaceutical product of its kind in the U.S. and that BioSante's analogizing LibiGel's market potential to the $2 billion dollar market for male erectile drugs, often comparing LibiGel to products like Viagra, Levitra, and Cialis, were exaggerated. After, on December 14, 2011, BioSante disclosed that LibiGel failed to yield positive results in large-scale efficacy tests designed by the Company and that women treated with LibiGel did not experience statistically increases in either total satisfying sexual encounters or sexual desire, the value of BioSante shares declined significantly. Full Article
Robbins Geller Rudman & Dowd LLP Files Class Action Suit Against BioSante Pharmaceuticals, Inc.
Robbins Geller Rudman & Dowd LLP announced that a class action has been commenced in the United States District Court for the Northern District of Illinois on behalf of purchasers of BioSante Pharmaceuticals, Inc. (BioSante) securities during the period between February 8, 2010 and December 15, 2011 (Class Period). The complaint alleges that during the Class Period, defendants issued materially false and misleading statements regarding the commercial viability, effectiveness, and market potential for LibiGel, a drug designed to improve the sex drive of women suffering from female sexual dysfunction, and specifically hypoactive sexual desire disorder (HSDD). Defendants boasted about LibiGel’s efficacy over placebo in clinical trials, and provided supposedly concrete data regarding the drug’s statistically significant effect on increasing the number of satisfying sexual events for women suffering from HSDD. As a result of these false statements, BioSante’s stock traded at artificially inflated prices during the Class Period, reaching a high of $3.81 on July 12, 2011. Full Article
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