UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)

November 1, 2019

 

 

 

MATEON THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-21990   13-3679168

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

29397 Agoura Road Suite 107

Agoura Hills, CA 91301

(Address of principal executive offices and Zip Code)

 

(650) 635-7000

(Registrant’s telephone number, including area code)

 

Not applicable.

(Former name or former address, if changed since last report.)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of class   Trading Symbols   Name of each exchange on which registered
N/A        

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company [  ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

 

 

     

 

 

Item 1.01 Entry into Material Definitive Agreement.

 

On November 1, 2019, Mateon Therapeutics, Inc. (the “Company”) entered into Amendment No. 1 to Agreement and Plan of Merger (the “Amendment”) with PointR Data Inc., a Delaware corporation (“PointR”), a privately-held, developer of high performance cluster computer and artificial intelligence applications. The Amendment amended the terms of the Agreement and Plan of Merger dated as of August 17, 2019 (as amended, the “Merger Agreement”) pursuant to which PointR would be merged into Paris Acquisition Corp., a Delaware corporation and a newly formed subsidiary of the Company (the “Merger”) and would survive the Merger as a wholly-owned subsidiary of the Company.

 

The Amendment revised the terms of the Merger Agreement to provide that holders of PointR common stock will receive shares of the Company’s Series A Convertible Preferred Stock (the “Series A Preferred Stock”) in lieu of the Company’s Common Stock in connection with the Merger. Each share of Series A Preferred Stock is convertible into 1,000 shares of Company Common Stock and is eligible to receive dividends and to vote on matters presented to the holders of the Company Common Stock on an as converted basis. Holders of Series A Preferred Stock have the right to convert to shares of Company Common Stock at any time at their election, subject to the availability of sufficient Company Common Stock at the time of conversion. The outstanding Series A Preferred Stock will automatically convert into shares of Company Common Stock on the effectiveness of the authorization of additional Common Stock or a reverse split of the outstanding Common Stock sufficient to permit the conversion of the Preferred Stock in full.

 

The Amendment also revised the milestones for the earn-out payment under the Merger Agreement. The Merger Agreement also provides for two additional tranches of merger consideration based on PointR’s achievement of a development milestone and a revenue milestone. The development milestone is triggered on either (a) the completion of an artificial intelligence tool or platform that will analyze data and can be used to identify patients that will benefit from a particular targeted drug, or (b) the execution of a statement of work with a third party customer to provide use of an artificial intelligence platform which is designed to create efficiencies in the pharmaceutical manufacturing process and the Company provides follow on work for a period of 30 to 60 additional days. The revenue milestone is triggered on (a) securing a licensing contract from a third party customer that will generate a minimum of $100 million in license fees over the life-time of the contract, of which at least $10 million shall have been received, (b) any joint venture partially owned by the Company or PointR which uses the artificial intelligence platform for strategic purposes, closes a liquidity event (including any initial public offering, reverse merger with a publicly traded company or acquisition), or (c) the artificial intelligence platform materially facilitates the discovery of a drug that receives FDA marketing approval. Each additional tranche of merger consideration is for an aggregate value of $7,500,000 and payable in additional shares of the Company’s Common Stock, based on the market price at the time of payment, subject to a minimum value of $0.18 per share.

 

Additional information on the terms of the Merger Agreement is contained in Item 1.01 of the Company’s current report on Form 8-K filed with the SEC on August 21, 2019, which is incorporated by reference herein.

 

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Item 2.01 Completion of Acquisition of Disposition of Assets.

 

Merger with PointR Data Inc.

 

On November 4, 2019, in accordance with the terms of the Merger Agreement the Company completed the Merger with PointR. PointR is now a wholly-owned subsidiary of the Company.

 

On the effectiveness of the Merger, the shares of PointR common stock outstanding immediately prior to the Merger and the conversion of a note of $200,000, with accrued interest thereon, but excluding any shares of PointR held by stockholders exercising dissenters’ appraisal rights was converted solely into the right to receive 84,475 shares of the Company’s Series A Preferred Stock.

 

Immediately following the closing of the Merger, the former PointR security holders own approximately 23.29% of the Company’s issued and outstanding Common Stock (including any shares of Common Stock issuable upon conversion of the Series A Preferred Stock), and the Company’s stockholders prior to the Merger own approximately 76.71% of the Company’s issued and outstanding Common Stock (including any shares of Common Stock issuable upon conversion of the Series A Preferred Stock).

 

Item 3.02 Unregistered Sales of Equity Securities.

 

Merger

 

On November 4, 2019, in connection with the Merger, the Company issued approximately 84,475 shares of Series A Preferred Stock to the former stockholders of PointR, in exchange for all of the previously outstanding shares of PointR common stock and includes the conversion of a note of $200,000, with accrued interest thereon.

 

The securities issued in the Merger were issued in reliance upon exemptions from registration requirements pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended, the rules promulgated thereunder and pursuant to applicable state securities laws and regulations.

 

Item 8.01 Other Events.

 

Press Release

 

On November 4, 2019, the Company issued a press release announcing the closing of the Merger, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

References to Agreements

 

The descriptions of the Amendment, the Merger Agreement and the Series A Preferred Stock do not purport to be complete and are qualified in their entirety by reference to the Amendment, the Merger Agreement and the Certificate of Designation of Preferences, Rights and Limitation of Series A Convertible Preferred Stock, which are attached as Exhibits to this Current Report on Form 8-K, and each of which is incorporated herein by reference.

 

The Amendment and the Merger Agreement have been included to provide investors and stockholders with information regarding their respective terms. Those agreements are not intended to provide any other factual information about the Company or PointR. The representations, warranties and covenants contained in the Merger Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, may be subject to limitations agreed upon by the contracting parties, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Investors are not third-party beneficiaries under the Merger Agreement and should not rely on the representations, warranties or covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Company. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in our public disclosures.

 

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Forward-Looking Statements

 

This document contains “forward-looking statements” that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this communication regarding strategy, future operations, future financial position, prospects, plans and objectives of management are forward-looking statements. In addition, when or if used in this communication, the words “will,” “may,” “would,” “approximate,” “expect,” “intend,” and similar expressions and their variants, as they relate to the Company, PointR or the management of either company, before or after the Merger, may identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, the adequacy of the post-Merger combined company’s capital to support its future operations and its ability to successfully initiate and complete clinical trials; the nature, strategy and focus of the post-Merger combined company; and the executive and board structure of the post-Merger combined company. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors. This review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K filed with the SEC on April 10, 2019 and the risk factors for the Post-Merger Combined Company set forth below. Forward looking statements are based on information available and assumptions as of the date of this report. Except as required by applicable law, the Company undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

 

Item 9.01 Financial Statements and Exhibits.

 

(a) Financial statements of business acquired.

 

The Company intends to file the financial statements of PointR required by Item 9.01(a) as part of an amendment to this Current Report on Form 8-K not later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.

 

(b) Pro forma financial information.

 

The Company intends to file the pro forma financial information required by Item 9.01(b) as part of an amendment to this Current Report on Form 8-K not later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.

 

(d) Exhibits.

 

Exhibit No.   Description   Incorporation by reference
2.1   Agreement and Plan of Merger, dated as of August 17, 2019, by and among the Company, PointR Data, Inc. and Paris Acquisition Corp.   Exhibit 2.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 17, 2019.
         
2.2   Amendment No. 1 to Agreement and Plan of Merger, dated as of November 1, 2019, by and among the Company, PointR Data, Inc. and Paris Acquisition Corp.   Filed herewith.
         
3.1   Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock of the Company.   Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on April 25, 2019.
         
99.1   Press Release, dated November 4, 2019.   Filed herewith.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Mateon Therapeutics, Inc.
     
Date: November 12, 2019   /s/ Vuong Trieu
  By: Vuong Trieu
    Chief Executive Officer and President

 

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AMendment No. 1 to AGREEMENT AND PLAN OF MERGER

 

This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (“Amendment”) dated November 1, 2019 is made with reference to that certain aGREEMENT AND PLAN OF MERGER (“merger Agreement”), made and entered into as of August 17, 2019 by and among Mateon Therapeutics Inc., a Delaware corporation having its principal office at 29397 Agoura Rd, Ste 107, Agoura Hills, CA 91301 (“Parent”), Paris Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), PointR Data Inc., a Delaware corporation having its principal office at 960 Saratoga Avenue, San Jose, CA 95129 (the “Company”) and, with respect to Article VII hereof, Saran Saund, having his principal office at 2136 Creeden Way, Mountain View, CA 94040, as securityholder representative (the “Securityholder Representative”). Capitalized terms used, but not defined, herein shall have the meanings ascribed to them in the Merger Agreement.

 

RECITALS

 

A. The parties to the Merger Agreement have determined that an amendment is mutually desirable in order to address certain matters, and desire to amend the Merger Agreement as hereinafter provided; and

 

B. Section 9.5 of the Merger Agreement provides that except as is required by applicable law, the Merger Agreement may be amended by the parties thereto at any time by execution of an instrument in writing signed on behalf of the Parties to the Merger Agreement.

 

NOW, THEREFORE, in consideration of the foregoing and the mutual agreements contained herein, and intending to be legally bound hereby, the parties agree as follows:

 

  1. Exhibit D of the Merger Agreement is hereby amended and restated in the form of Exhibit D attached to this Amendment.
     
  2. The parties acknowledge and agree that Parent shall issue, in lieu of shares of Parent Common Stock that are otherwise issuable pursuant to the Merger Agreement, shares (or fractions thereof) of Parent’s Series A Convertible Preferred Stock, par value $0.01 per share (“Parent Preferred Stock”); provided, that the number of shares of Parent Preferred Stock issuable shall be (x) the number of shares of Parent Common Stock that would have otherwise been issued to a Securitholder divided by (y) 1,000. By way of example, a Securityholder who is entitled to receive 10,750 shares of Parent Common Stock in the Merger by application of the provisions Section 1.6 of the Merger Agreement would instead receive 10.750 shares of Parent Preferred Stock.
     
  3. Parent hereby represents and warrants to the Company that the authorized Parent Preferred Stock consists of 15,000,000 shares, of which 5,000,000 have been designated Series A Convertible Preferred Stock and of which 193,713 shares are issued and outstanding. There are 193,712,955 shares of Parent Common Stock issuable upon conversion of outstanding Parent Preferred Stock. The shares of Parent Preferred Stock to be allotted and issued pursuant to the transactions contemplated hereby and by the Merger Agreement will be duly authorized, and when the shares of Parent Preferred Stock are issued in accordance with the terms hereof and the Merger Agreement, will be validly issued and credited as fully paid up. Each share of Parent Preferred Stock is convertible into 1,000 shares of Parent Common Stock. The rights, preferences and privileges of the Parent Preferred Stock are as set forth in Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock filed with the Delaware Secretary of State on April 22, 2019 and attached hereto as Annex 1.
     
  4. Each share of Parent Preferred Stock shall be automatically converted into 1,000 shares of Parent Common Stock upon the filing, by Parent, of an amendment to its certificate of incorporation increasing the authorized number of shares of Parent Common Stock to an amount that is sufficient to convert all outstanding shares of Parent Preferred Stock into Parent Common Stock pursuant to the terms of the Certificate of Designation.
     
  5. Except for the provisions expressly and specifically amended or added hereby, the terms of the Merger Agreement as heretofore executed and delivered shall remain in full force and effect without modification or amendment.

 

(signature page follows)

 

Amendment No. 1 to Agreement and Plan of Merger

 

     

 

 

IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment No. 1 to Agreement and Plan of Merger to be duly executed and delivered in its name and on its behalf, all as of the date first set forth above.

 

MATEON THERAPEUTICS INC.   POINTR DATA INC.
         
By                  By         
Name:     Name:  
Title:     Title:  

 

PARIS ACQUISITION CORP.  
     
By               
Name:    
Title:    

 

Securityholder Representative

 

   
Saran Saund  

 

Signature Page

Amendment No. 1 to Agreement and Plan of Merger

 

     

 

 

Exhibit D

 

Milestones

 

First Tranche Milestone

 

The achievement of the First Tranche Milestone will occur upon either:

 

Option 1:

 

Malignant gliomas (glioblastoma multiforme and anaplastic astrocytoma) occur more frequently than other types of primary central nervous system tumors, having a combined incidence of 5-8/100,000 population. Even with aggressive treatment using surgery, radiation, and chemotherapy, median reported survival is less than 1 year. Temozolomide (TMZ), is approved for treatment of newly diagnosed GBM and recurrent AA. However, it is not approved for recurrent GBM. Presumably because the recurrent GBM patients would already receive and became resistant to TMZ. However literature data would suggest that TMZ is effective in recurrent GBM through Xenogenization and process that is more active in recurrent GBM.

 

The First Tranche Milestone consists of developing a tool- Patient Finder (using artificial intelligence / machine learning / big data analyses (the “AI Platform”) to gather compelling data that TMZ is effective in recurrent GBM. This would include NLP to extract literature data support and necessary meta analysis. The Patient Finder is meant to identify pts that would benefit from a particular drug – in this case TMZ. Acceptable outcome for this Proof Of Concept (POC) would be : 1) TMZ is suitable for recurrent GBM, or 2) TMZ is suitable for a disease – not necessarily GBM, or 3) a drug- not necessarily TMZ- is suitable for recurrent GBM. POC meant to have fully functional Patient Finder platform.

 

Or

 

Option 2:

 

(i) The execution of a Statement of Work with a customer whereby the Company/Parent provides services using the AI Platform and blockchain technology which is designed to create efficiencies useful in the pharmaceutical manufacturing process and (ii) the Company continues to provide follow-on expansion work in connection therewith for a period of 30 to 60 additional days following the execution of such Statement of Work (as determined mutually by Parent and the Securityholder Representative).

 

     

 

 

Second Tranche Milestone

 

Option 1:

 

The completion of license(s) of the AI Platform in the pharmaceutical/drug discovery industry for an aggregate of $100 million in life-time license fees of which at least $10 million has been received by Parent. Parent shall support the efforts of the AI team (the former Company team) to license either the AI Platform or its application (drug discovery resulting from the First Tranche Milestone) to pharmaceutical and healthcare companies world wide.

 

Or

 

Option 2:

 

The milestone will be deemed to be met if (i) any joint venture (which is partially owned by Parent or Company) and which uses the AI Platform to create substantial strategic value, closes a liquidity event (including any initial public offering, reverse merger with a publicly traded company or acquisition).

 

Or

 

Option 3:

 

The milestone will be deemed to be met if use of the AI Platform materially facilitates the discovery of a drug that receives FDA approval.

 

     

 

 

Annex 1

 

Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock

 

     

 

 

 

Mateon completes its acquisition of PointR Data Inc.

Forms AI Driven Late Clinical-Stage Cancer Immunotherapy Company
Focusing on TGF-β RNA Therapeutics in Rare Pediatric Diseases

 

SANTA CLARA, Calif. and AGOURA HILLS, Calif., November 4th, 2019 (GLOBE NEWSWIRE) -- Mateon Therapeutics, Inc. (OTCQB:MATN)  (‘Mateon”) announced today that they have completed their acquisition of PointR Data Inc. (PointR), a privately-held, developer of high performance cluster computer and artificial intelligence technologies. This will create a publicly traded artificial intelligence (“AI”) and blockchain driven immuno-oncology company to apply machine learning and AI approaches to its pipeline of first in class TGF-β immunotherapies for late stage cancers such as gliomas, pancreatic cancer and melanoma.

 

Leveraging its deep partnership with IBM, the PointR team will combine its own AI Vision technology with industry standard Blockchain to transform drug manufacturing and real-world evidence monitoring for clinical trials. The combined system has the potential to automatically record individual key steps in cGMP manufacturing operations including the flow of people, raw materials and operations in trusted perpetual blockchain ledgers that are indisputable. This has the potential to create much more efficient GMP manufacturing operations while simultaneously improving reliability and data security.

 

As the result of the acquisition, Saran Saund, former CEO of PointR, will assume the role of Chief Business Officer (CBO)/ General Manager of AI Division at Mateon and Burcak Beser, former CTO of PointR, will assume the role of Sr. VP/ CTO of AI Division at Mateon.

 

Silicon Valley entrepreneur, Saran has been founder, CEO and GM at startups and public companies. Passionate about applying technology innovations to real world markets, he successfully founded an AI consortium to accelerate enterprise adoption of AI which engaged leading universities and technology vendors. A startup veteran, his track record includes senior leadership roles at companies that were acquired by leaders such as Marvell (MRVL) and Qualcomm (QCOM). His startup Cybercash (CYCH) had a successful IPO on NASDAQ. Saran started his career at Xerox PARC pushing 1’s and 0’s as a software engineer.

 

In the last 20 years, as a Silicon Valley technologist, Burcak has founded startups and established multi-site cross-organizational teams that led to designs and deployments of world-class systems. With 144 patent applications, of which 88 have been issued, Burcak’s innovative solutions are connecting billions of people in the world together. Passionate about AI, he sees working on AI as an opportunity to solve problems that were considered insurmountable. Burcak spends most of his time building systems to make these solutions a reality. He finished his Masters in Artificial Intelligence in 1991, winning the best thesis-of-the-year award and highest honors.

 

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“The PointR acquisition is clearly transformative for Mateon Therapeutics,” said Vuong Trieu, Ph.D., Chairman and Chief Executive Officer of Mateon. “We welcome the addition of Saran Saund and Burcak Beser to our management team, their engagement greatly enhances our ability to move forward as the biotech company of the future.”

 

“With the completion of the acquisition of PointR, we will be working hard at the commercialization and monetization of PointR Data technologies,” said Saran Saund, CBO of Mateon, “Since the signing of the definitive agreement in August, we have been exploring implementation of AI and Blockchain technologies into Mateon’s workflow – in particular the application of PointR Data Vision AI in pharmaceutical manufacturing and patient monitoring.  We look forward to announcing multiple collaborations in the near future.”

 

Leading Silicon Valley VC and Chairman of PointR, Balaji Baktha said, “The traditional drug discovery process can take up to a decade of development timeline costing over a billion dollars and yet has a track record of a 90 percent failure rate for new drugs entering clinical development. AI and blockchain technologies can dramatically improve the process and help millions of under-served patients. This merger promises to transform the industry by reducing the overall timelines and costs.”

 

About Mateon Therapeutics

 

Mateon was created by the recent reverse merger with Oncotelic which became a wholly owned subsidiary of Mateon Therapeutics Inc. (OTCQB:MATN) creating an immuno-oncology company dedicated to the development of first in class RNA therapeutics as well as small molecule drugs against cancer. OT-101, the lead immune-oncology drug candidate of Mateon/Oncotelic, is a first-in-class RNA therapeutic targeting TGF beta that exhibited single agent activity in some relapsed/refractory cancer patients in clinical trial settings.  The founding team members of Oncotelic were responsible for the development of Abraxane as chemotherapeutic agents for breast, lung, melanoma, and pancreatic cancer. Abraxane was approved in 2005 and has more than $1B in sales annually. The same founding team was responsible for the development of Cynviloq, a next generation Abraxane, which was acquired by NantPharma for $1.3B. Mateon/Oncotelic will leverage its deep expertise in oncology and RNA therapeutic drug development to improve treatment outcomes and survival of cancer patients. For more information, please visit www.oncotelic.com and www.mateon.com.

 

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About PointR

 

PointR is a revenue generating stage AI company with a revolutionary cluster-computer platform for AI that crunches machine learning models at a fraction of the power and budget of mainstream computing. It provides for an AI computing platform for pharmaceutical and healthcare verticals including blockchain support for clinical and manufacturing where data integrity and security are of utmost importance. Leveraging its deep partnership with IBM, the PointR team will combine its own AI Vision technology with industry standard Blockchain to transform drug manufacturing and real-world evidence monitoring for clinical trials. The combined system will track people, materials and operations to record transactions in trusted perpetual blockchain ledgers that are indisputable. 

 

About Mateon’s Lead Product Candidate, OT-101

 

High-grade gliomas (HGG) are characterized by a T-cell exhaustion signature and pronounced T-cell hyporesponsiveness of their tumor microenvironment (TME).  Transforming growth factor beta 2 (TGFB2) has been implicated as a key contributor to the immunosuppressive landscape of the TME in HGG.  OT101, a first-in-class RNA therapeutic, is designed to abrogate the immunosuppressive actions of TGF-beta 2.  In a completed Phase 2 clinical study, OT-101 exhibited clinically meaningful single-agent activity and induced durable complete and partial responses in recurrent and refractory adult high-grade glioma patients, including adults with GBM.  Further development of OT-101 may offer renewed hope for salvage therapy of pediatric DIPG patients who have this rare and fatal disease. The FDA granted Mateon rare pediatric disease designation for DIPG. Under the FDA’s Rare Pediatric Disease Priority Review Voucher program, a sponsor who receives an approval of a new drug application or biologics license application for a product for the prevention or treatment of a rare pediatric disease may be eligible for a voucher, which can be redeemed to obtain priority review for any subsequent marketing application, and may be sold or transferred.

 

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Mateon’s Cautionary Note on Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this communication regarding strategy, future operations, future financial position, prospects, plans and objectives of management are forward-looking statements. Words such as “may”, “expect”, “anticipate” “hope”, “vision”, “optimism”, “design”, “exciting”, “promising”, “will”, “conviction”, “estimate,” “intend,” “believe”, “quest for a cure of cancer”, “innovation-driven”, “paradigm-shift”, “high scientific merit”, “impact potential” and similar expressions are intended to identify forward-looking statements. Forward-looking statements contained in this press release include, but are not limited to, statements about future plans, the progress, timing, clinical development, scope and success of future clinical trials, the reporting of clinical data for the company’s product candidates and the potential use of the company’s product candidates to treat various cancer indications. Statements concerning the anticipated completion of the proposed merger, the anticipated success of the PointR technology, or the benefits expected to be gained from the merger are all forward-looking statements.  Each of these forward-looking statements involves risks and uncertainties and actual results may differ materially from these forward-looking statements.  Many factors may cause differences between current expectations and actual results, including unexpected safety or efficacy data observed during preclinical or clinical studies, clinical trial site activation or enrollment rates that are lower than expected, changes in expected or existing competition, changes in the regulatory environment, failure of collaborators to support or advance collaborations or product candidates and unexpected litigation or other disputes.  These risks are not exhaustive, the company faces known and unknown risks, including the risk factors described in the company’s annual report on Form 10-K filed with the SEC on April 10, 2019 and in the company’s other periodic filings.  Forward-looking statements are based on expectations and assumptions as of the date of this press release.  Except as required by law, the company does not assume any obligation to update forward-looking statements contained herein to reflect any change in expectations, whether as a result of new information future events, or otherwise.

 

Contact Information:

For Mateon Therapeutics, Inc.:

Amit Shah

Email: ashah@oncotelic.com

 

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