SAN DIEGO, Aug. 17, 2020 /PRNewswire/ -- DelMar
Pharmaceuticals, Inc. (Nasdaq: DMPI) ("DelMar" or the "Company")
announced today that all proposals related to the proposed merger
between DelMar and Adgero were approved by DelMar's stockholders at
a special meeting held on August 14,
2020. The holders of a majority of the outstanding shares of
common stock of Adgero have also issued their written consent
approving the merger. The proposed merger remains subject to
further customary closing conditions. DelMar expects the closing of
the merger to occur in August
2020.
Upon closing of the transaction, the combined company will
change its name to "Kintara Therapeutics, Inc." and it is
anticipated that the shares will commence trading on the Nasdaq
Capital Market under the ticker symbol "KTRA."
The final voting results for DelMar's special meeting of
stockholders will be filed with the Securities and Exchange
Commission in a Form 8-K.
About DelMar
Located in San Diego,
California, DelMar is focused on the development and
commercialization of new therapies for cancer patients who have
limited or no treatment options. By focusing on understanding tumor
biology and mechanisms of treatment resistance, DelMar identifies
biomarkers to personalize new therapies in indications where
patients are failing, or are unable to
tolerate, standard-of-care treatments.
DelMar's current pipeline is based
around VAL-083, a "first-in-class", small-molecule
chemotherapeutic with a novel mechanism of action that has
demonstrated clinical activity against a range of cancers,
including central nervous system, ovarian and other solid tumors
(e.g. NSCLC, bladder cancer, head and neck) in U.S. clinical trials
sponsored by the National Cancer Institute (NCI). Based on DelMar's
internal research programs and these
prior NCI-sponsored clinical studies, DelMar is
conducting clinical trials to support the development and
commercialization of VAL-083 to solve significant unmet
medical needs.
VAL-083 is being studied in two collaborator-supported,
biomarker-driven Phase 2 clinical trials for MGMT-unmethylated GBM.
Overcoming MGMT-mediated resistance represents a significant unmet
medical need in the treatment of GBM. In addition, DelMar has
announced the allowance of a separate IND for VAL-083 as
a potential treatment for platinum-resistant ovarian cancer.
About Adgero
Adgero Biopharmaceuticals Holdings, Inc. is a biopharmaceutical
company focused on building a pipeline by advancing its proprietary
late stage photodynamic therapy ("PDT") platform that holds promise
as a localized cutaneous or visceral tumor treatment. Additionally,
PDT has immune activating properties and has potential therapeutic
utility in oncology as a combination therapy in conjunction with
immunotherapies. It is also being investigated in the
cardiovascular setting as treatment for hemodialysis access
failure. Adgero's lead product
candidate, REM-001 therapy, has been previously studied
in four Phase 2/3 clinical trials in patients with cutaneous
metastatic breast cancer (CMBC), who had previously received
chemotherapy and/or failed radiation therapy. With clinical
efficacy to date of 80% complete responses of CMBC evaluable
lesions and with an existing robust safety database of
approximately 1,100 patients across multiple indications, Adgero is
currently focused on advancing the REM-001 program to
late stage pivotal testing.
Forward-Looking Statements
This press release contains forward-looking statements based
upon DelMar's and Adgero's current expectations. This communication
contains "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements are identified by terminology such as "may," "should,"
"expects," "plans," "anticipates," "could," "intends," "target,"
"projects," "contemplates," "believes," "estimates," "predicts,"
"potential" or "continue" or the negative of these terms or other
similar words. These statements are only predictions. DelMar and
Adgero have based these forward-looking statements largely on their
then-current expectations and projections about future events, as
well as the beliefs and assumptions of management. Forward-looking
statements are subject to a number of risks and uncertainties, many
of which involve factors or circumstances that are beyond each of
DelMar's and Adgero's control, and actual results could differ
materially from those stated or implied in forward-looking
statements due to a number of factors, including but not limited
to: (i) risks associated with the timing of the closing of the
proposed merger transaction, including the risks that a condition
to closing would not be satisfied within the expected timeframe or
at all or that the closing of the proposed merger transaction will
not occur; (ii) the outcome of any legal proceedings that may
be instituted against the parties and others related to the merger
agreement; (iii) the occurrence of any event, change or other
circumstance or condition that could give rise to the termination
of the merger agreement, (iv) unanticipated difficulties or
expenditures relating to the proposed merger transaction, the
response of business partners and competitors to the announcement
of the proposed merger transaction, and/or potential difficulties
in employee retention as a result of the announcement and pendency
of the proposed merger transaction; (v) whether the combined
business of Adgero and DelMar will be successful, and
(vi) those risks detailed in DelMar's most recent Annual
Report on Form 10-K and subsequent reports filed with the
SEC, as well as other documents that may be filed by DelMar from
time to time with the SEC. Accordingly, you should not rely upon
forward-looking statements as predictions of future events. Neither
DelMar nor Adgero can assure you that the events and circumstances
reflected in the forward-looking statements will be achieved or
occur, and actual results could differ materially from those
projected in the forward-looking statements. The forward-looking
statements made in this communication relate only to events as of
the date on which the statements are made. Except as required by
applicable law or regulation, DelMar and Adgero undertake no
obligation to update any forward-looking statement to reflect
events or circumstances after the date on which the statement is
made or to reflect the occurrence of unanticipated events.
Investors should not assume that any lack of update to a previously
issued "forward-looking statement" constitutes a reaffirmation of
that statement.
Additional Information and Where to Find It
This press release is for informational purposes only and does
not constitute an offer to buy or sell or the solicitation of an
offer to buy or sell any securities or a solicitation of any vote
or approval. This press release relates to the proposed merger of
DelMar and Adgero. In connection with the proposed merger, DelMar
filed a registration statement on Form S-4 (No. 333-239215), which
includes the joint proxy statement/prospectus. The registration
statement was declared effective by the SEC on July 2, 2020, and DelMar commenced mailing the
Joint Proxy Statement/Prospectus on or about July 2, 2020. DelMar will file other documents
regarding the proposed merger transaction with the U.S. Securities
and Exchange Commission (the "SEC"). No offering of securities
shall be made, except by means of a prospectus meeting the
requirements of Section 10 of the U.S. Securities Act of 1933,
as amended. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE
PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY, WHEN THEY BECOME
AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT
STOCKHOLDERS SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING
THE PROPOSED MERGER. A definitive proxy statement/prospectus will
be sent to DelMar's stockholders. Investors and security holders
will be able to obtain these documents (when available) free of
charge from the SEC's website at www.sec.gov. The documents filed
by DelMar with the SEC may also be obtained free of charge from
DelMar by requesting them by mail at DelMar Pharmaceuticals, Inc.,
12707 High Bluff Drive, Suite 200, San
Diego, CA 92130.
No Offer or Solicitation
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
Contact Information
DelMar:
Investors:
CORE IR
516-222-2560
ir@coreir.com
Media:
Jules
Abraham
Director of Public Relations
CORE IR
917-885-7378
julesa@coreir.com
Adgero:
Jenene Thomas Communications
adgero@jtcir.com
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SOURCE DelMar Pharmaceuticals, Inc.
