Zenith Epigenetics and China-Based Newsoara Biopharma Announce Licensing Agreement for ZEN-3694

Zenith Capital Corp. announced  that Zenith Epigenetics Ltd. , a wholly-owned subsidiary of Zenith Capital, has entered into a licensing agreement with Newsoara BioPharma Co., Ltd. for the Company’s lead compound, ZEN-3694, in China, Hong Kong, Taiwan, and Macau (the “Territories”). ZEN-3694 is currently in Phase 2 clinical development for the treatment of metastatic castration-resistant prostate cancer and triple negative breast cancer.

Under the terms of the agreement, Newsoara will have the rights to develop, market, and distribute ZEN-3694 for all indications in the Territories. Newsoara will pay Zenith Epigenetics upfront and near-term development milestone payments totaling US$15 million.

“We are very pleased to have partnered with Newsoara, a strong, innovative biotechnology company who will be instrumental in introducing ZEN-3694 to the China oncology market,” stated Donald McCaffrey, President and CEO of Zenith. “ZEN-3694 is a leading and best in class BET inhibitor. We have demonstrated that it can be administered safely in combination with other drugs to address resistance and re-sensitize tumors to standard of care therapies, thereby significantly expanding their value.”

Under the terms of the agreement, Zenith Epigenetics will also be eligible to receive sales-based milestone payments up to US$63 million. In addition, Newsoara shall pay royalties to Zenith Epigenetics of up to 6%, based on the net sales in the Territories. The royalty is subject to an adjustment mechanism that may reduce the royalty rate to a minimum of 4% in the event that certain annual sales milestones are achieved in the Territories. The license shall expire on a region-by-region basis on the 12th anniversary of the first commercial sale in such region.

In addition, today Zenith announced that it has closed a private placement of approximately 1.1 million units at a price of US$2.00 per unit for gross proceeds of approximately US$2.1 million. Each unit is comprised of one (1) common share and one-half (1/2) of a common share purchase warrant exercisable at US$3.00 per share for a period of three (3) years. The terms of the Private Placement entitle subscribers to anti-dilution and additional rights in the event of a subsequent offering at a lower price or on different terms within a period of one year.

Zenith intends to use the net proceeds from the offering to fund research and development activities, general and administrative expenses, increased working capital, and for other general corporate purposes.

The securities issued under the offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of Zenith’s securities in the United States

About Zenith

Zenith Capital Corp. is a biotechnology investment company originally spun out of Resverlogix Corp. (TSX: RVX) in 2013. Zenith Epigenetics Ltd., a wholly-owned subsidiary of Zenith Capital Corp., is a clinical stage biotechnology company focused on the discovery and development of novel therapeutics for the treatment of cancer and other disorders with significant unmet medical need. Zenith Epigenetics is developing various novel combinations of BET inhibitors with other targeted agents. The lead compound, ZEN-3694, is in clinical development for metastatic Castration Resistant Prostate Cancer (“mCRPC”) and Triple negative breast cancer.

About Newsoara

Newsoara was established in 2018 to in-license innovative drug candidates for development and commercialization with a focus in China and/or the Asia Pacific region. Founder and CEO Dr. Benny Li has more than 20 years of extensive drug research, development and regulatory experience with leading global pharmaceutical companies including Takeda and Alcon. Hangzhou TigerMed Consulting Co., Ltd. (stock symbol 300347:CH), is a significant investor in Newsoara