Arix Bioscience plc

Portfolio company Harpoon Therapeutics announces closing of $25 million private placement

LONDON, 28 March 2023: Arix Bioscience plc (“Arix” or the “Company”) (LSE: ARIX), a global venture capital company focused on investing in breakthrough biotechnology companies, notes that its Core Portfolio company, Harpoon Therapeutics (“Harpoon”), announced it has closed a private placement to raise $25 million from redeemable preferred stock and warrants for the purchase of common stock.

The financing included participation from new and existing investors including New Leaf, Invus, OrbiMed, and K2 Health Ventures. Arix participated with a $3.5 million investment in redeemable preferred stock which is not convertible into common stock but is redeemable on the occurrence of certain events, including the receipt of proceeds in connection with certain strategic transactions. Arix retains a 6.7% holding in Harpoon, subject to any future exercise of warrants over common stock issued to investors pursuant to the current financing.

The proceeds will be used to complete Harpoon’s ongoing clinical studies for two of its TriTAC® T cell engagers: HPN217 (BCMA), being studied in a Phase 1 trial for patients with relapsed and refractory multiple myeloma; and HPN328 (DLL3), a Phase 1/2 study for patients with multiple neuroendocrine tumours, including small cell lung cancer and neuroendocrine prostate cancer. 

Robert Lyne, CEO of Arix Bioscience, stated: “We are pleased to support the ongoing progress of Harpoon’s HPN328 and HPN217, the latter of which is well positioned to be a best-in-class BCMA/CD3-targeted T cell engager.  This financing demonstrates Arix’s versatile approach to supporting the Core Portfolio with alternative structures of funding at a time when public market activity remains subdued.” 

The announcement can be accessed on Harpoon Therapeutics’ website at: www.harpoontx.com and the full text of the announcement from the company is contained below.

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Enquiries

For more information on Arix, please contact:

Arix Bioscience plc

+44 (0)20 7290 1050

ir@arixbioscience.com

Powerscourt Group

Sarah MacLeod, Ibrahim Khalil, Nick Johnson

+44 (0)20 7250 1446

arix@powerscourt-group.com

About Arix Bioscience plc

Arix Bioscience plc is a global venture capital company focused on investing in breakthrough biotechnology companies around cutting-edge advances in life sciences.

We collaborate with exceptional entrepreneurs and provide the capital, expertise, and global networks to help accelerate their ideas into important new treatments for patients. As a listed company, we are able to bring this exciting growth phase of our industry to a broader range of investors. www.arixbioscience.com

Harpoon Therapeutics Press Release:

Harpoon Therapeutics Announces Closing of $25 Million Private Placement

SOUTH SAN FRANCISCO, Calif., March 27, 2023 -- Harpoon Therapeutics, Inc. (NASDAQ: HARP) (the “Company”), a clinical-stage immuno-oncology company developing novel T cell engagers, today announced that it has closed a private placement of redeemable preferred stock and warrants to purchase common stock to certain institutional and other accredited investors for aggregate gross proceeds to the Company of $25 million, before deducting offering expenses, which does not include any proceeds that may be received upon exercise of the warrants.

The private placement included participation from new and existing investors, including New Leaf, Arix Bioscience, Invus, OrbiMed and K2 HealthVentures.

SVB Securities provided exclusive financial advisory services to the Company.

The Company intends to use the net proceeds to complete its ongoing Phase 1 clinical studies for two TriTAC® T cell engagers, including HPN217 (BCMA) being studied in a Phase 1 trial for patients with relapsed and refractory multiple myeloma, and HPN328 (DLL3), a Phase 1 / 2 study for patients with multiple neuroendocrine tumors, including small cell lung cancer and neuroendocrine prostate cancer. The proceeds will also be used for working capital and other general corporate purposes.

“In these challenging markets we are appreciative of the ongoing support from our investors, including those who have been with us for many years and have supported the discovery and development of our novel T cell engagers. This support will provide us sufficient capital, beyond our anticipated 2023 milestones, into the second half of 2024,” said Julie Eastland, President and CEO of Harpoon.

Investors purchased an aggregate of (i) 25,000 shares of preferred stock at a price per share of $1,000 and (ii) warrants to purchase 7,485,762 shares of common stock with an exercise price of $0.978885 per share, which represents a 35% premium to the closing price of common stock at the time of the signing of the definitive agreements with respect to the private placement. The preferred stock issued in the private placement is not convertible into common stock and is redeemable at any time at the option of the Company and mandatorily redeemable by the Company upon the occurrence of certain events, including the receipt of proceeds in connection with certain strategic transactions, and on the third anniversary of the closing date, in each case subject to a return multiple. 

Additional information regarding the private placement will be included in a Form 8-K to be filed by the Company with the Securities and Exchange Commission, and this press release is subject to the further detail provided in the Form 8-K.

The offer and sale of the foregoing securities were made in a transaction not involving a public offering and the securities have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the securities may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state.

About Harpoon Therapeutics

Harpoon Therapeutics is a clinical-stage immuno-oncology company developing a novel class of T cell engagers that harness the power of the body’s immune system to treat patients suffering from cancer and other diseases. T cell engagers are engineered proteins that direct a patient’s own T cells to kill target cells that express specific proteins, or antigens, carried by the target cells. Using its proprietary Tri-specific T cell Activating Construct (TriTAC®) platform, Harpoon is developing a pipeline of novel TriTACs initially focused on the treatment of solid tumors and hematologic malignancies. Harpoon has also developed a proprietary ProTriTAC™ platform, which applies a prodrug concept to its TriTAC platform to create a therapeutic T cell engager that remains inactive until it reaches the tumor. Harpoon’s third proprietary technology platform, extended release TriTAC-XR, is designed to mitigate cytokine release syndrome. For additional information about Harpoon Therapeutics, please visit www.harpoontx.com.

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