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Zenith's BET Inhibitor ZEN-3694 is Currently Being Evaluated in Multiple Oncology Clinical Trials

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Message: Zenith Email this morning

Toinv – I agree that with you about Newsoara making the $5 million milestone payment. For clarity though, I believe they were bound to make it according to the license agreement since Zenith had met the conditions for the first milestone payment. Zenith had earned that payment. However, about 5 months later, the amended the deal and relieved Newsoara of the next $5 million milestone payment before Zenith had earned it. It was not paid and Newsoara gave up the rights to the Territories patents. You might call this cancelling the license agreement but they called it an amendment and Newsoara did not totally jump ship. They made a $5 million equity investment in Zenith so I leave it to each to decide whether this was an upgrade or a downgrade. I believe that DM in a more recent presentation mentioned that the patents might come back into play again but I do not remember where to look for that. Below is from the NR that changed the license agreement. We do not know all the fine details to know how it shakes out.

Zenith also announces that it has entered into a definitive stock purchase agreement with an affiliate of Newsoara Biopharma Co., Ltd. (the “Subscriber”) for the private placement of 3,333,334 common shares in tranches at a price of US$1.50 per share for gross proceeds of US$5 million (CAD$6.7 million) on or before August 31, 2020 (the “Private Placement”). Zenith has completed the issuance of 1,333,334 common shares to the Subscriber for gross proceeds of US$2 million and the subscription for the remaining 2,000,000 common shares for additional gross proceeds of US$3 million is conditional upon customary closing conditions and certain amendments to the previously announced license agreement between Zenith’s subsidiary, Zenith Epigenetics Ltd., and Newsoara Biopharma Co., Ltd., including the waiver of a potential future clinical development milestone payment and the assignment of patents in the territories to Newsoara Biopharma Co., Ltd. that are the subject of the license agreement, with Zenith retaining a right to re-acquire the patents for no additional consideration.

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