WARRINGTON, PA — Windtree Therapeutics, Inc., a leading player in the biopharmaceutical industry, announced this week its acquisition of certain assets from Varian Biopharmaceuticals, Inc., a move that amplifies the organization’s presence in the field of oncology.
The deal, effective from April 2, 2024, handed over to Windtree a potentially game-changing acquisition: a proprietary atypical protein kinase C iota inhibitor, or aPKCi, a powerful tool in the battle against cancer. This was coupled with the completion of a $1.5 million convertible note bridge financing, signaling a focused approach to bolster the firm’s financial stability.
The novel aPKCi platform from Varian, hailed for its high potency and specificity, promises broad applications in oncology and certain rare malignant diseases. The platform features two formulations: VAR-101 (topical) and VAR-102 (oral), broadening the therapeutic possibilities in cancer treatment.
The transaction was funded through an innovative stock issuance to Varian’s creditor investors. In return for the acquired assets, Windtree issued a total of 5,500 shares of Series B Convertible Preferred Stock. The stock, with a modest par value of $0.001 per share, carries an initial conversion price of $0.3603, adjustable to no lower than $0.0721. Furthermore, in case of successful development, the Company solidifies its commitment to pay up to $2.3 million in milestone payments tied to regulatory and clinical achievements, paying in cash or common stock.
Protein kinase inhibitors, such as the acquired aPKCi, have carved their place in the field of anti-cancer therapeutics. This class of drugs, by specifically targeting key components of cancer cell signaling pathways, have revolutionized cancer treatment. The acquired aPKCi is no less remarkable; pre-clinical data suggests a dose-dependent control of various forms of cancer, including basal cell carcinoma, non-small cell lung cancer, and pancreatic ductal carcinoma, making a compelling case for the potential of this acquisition for Windtree’s existing pipeline.
CEO of Windtree, Craig Fraser, lauded the recent acquisitions as a “potentially transformative next step.” He sees “potential application in both rare and more prevalent tumor types, both in monotherapy and in combination with other agents.”
In addition to the asset acquisition, Windtree flexed its financial acumen by selling $1.5 million in senior convertible notes to certain investors. The notes have an initial conversion price of $0.3603, adjustable in light of specified events to no lower than $0.0721. These notes are redeemable, subject to certain conditions, and will mature by January 2025. The net proceeds from this offerings are earmarked for general corporate purposes, demonstrating a prudent strategy to fortify the company’s financial position.
In compliance with Nasdaq Stock Market regulations, the Company has also agreed to seek stockholder approval for issuing all common stock that can be acquired through the conversion of the Notes and the Preferred Shares.
Through this series of strategic moves, Windtree Therapeutics clearly stakes its claim in the oncology drug development landscape. By acquiring potent therapeutic assets, capable of producing game-changing cancer drugs, while shoring up cash through a judicious mix of convertible stock and notes, the company is not just securing its future. It is setting a formidable benchmark in the biopharma industry.
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