Strong balance sheet: Approximately $110
million in cash and cash equivalents as of March 31, 20211
Company remains on-track for potential product
approvals in US in August 2021 and in Europe in early 2022
Sesen Bio (Nasdaq: SESN), a late-stage clinical company
developing targeted fusion protein therapeutics for the treatment
of patients with cancer, today announced that leading independent
proxy advisory firms Institutional Shareholder Services, Inc.
(“ISS”) and Glass, Lewis & Co., LLC (“Glass Lewis”) have both
recommended Sesen Bio’s (the “Company”) stockholders vote “FOR” the
proposal to increase the number of authorized shares of common
stock by 200 million (“Proposal 2”) which is on the ballot for the
Company’s Annual Meeting of Stockholders on May 3, 2021 (the
“Annual Meeting”).
ISS and Glass Lewis are widely recognized as leading independent
voting advisory firms. Their impartial analyses and reports are
developed with the objective of delivering transparency to help
investors make informed investment decisions.
Notably, ISS stated in its report that support for Proposal 2 is
warranted given that the proposed increase in the number of
authorized shares is reasonable and that there is a specific and
severe risk to stockholders if Proposal 2 is not approved.
Glass Lewis also concluded in its report that the proposed
increase in the number of authorized shares is reasonable, citing
the relatively limited amount of shares currently available to the
Company (only 7% of its issued share capital as of March 18, 2021,
which is the record date for the Annual Meeting). As part of its
methodology, Glass Lewis undertakes an analysis to ensure that the
additional shares are truly needed.
“The ISS and Glass Lewis recommendations are consistent with our
view that an increase in the number of authorized shares is both
needed and in the best interest of our stockholders,” said Dr.
Thomas Cannell, president and chief executive officer of Sesen Bio.
“We have not requested an increase since going public in 2014, and
we believe the requested increase will allow us to execute on our
strategy as we transition into a commercial, revenue generating
company. We are committed to issue shares to support our strategic
initiatives which we believe drive value for stockholders, such as
the planned commercialization of Vicineum™ and advancing our
promising pipeline.”
Since the proposed increase to the number of authorized shares
of common stock will not affect the number of shares outstanding,
it will not by itself have a dilutive effect on the Company’s
current stockholders. Sesen Bio believes this increase will be
enough to achieve corporate profitability, and therefore the
Company is hopeful this may be the last time it needs to request
additional shares.
Sesen Bio’s stockholders are encouraged to vote as ISS and Glass
Lewis recommend by voting “FOR” the proposed increase in authorized
shares. Voting will be open through the conclusion of the Annual
Meeting on May 3, 2021 at 8:00 a.m. EDT. Stockholders with
questions about how to vote may contact the Company’s proxy
solicitor, Okapi Partners, at (888) 785-6709 or
info@okapipartners.com.
Stockholders who have already voted and want to change their
vote can update their vote at any time – Sesen Bio will count your
vote in accordance with the last instruction received prior to the
closing of the polls.
ISS and Glass Lewis are independent proxy advisory firms and do
not have any business relationship with Sesen Bio. Sesen Bio did
not engage or compensate either firm for their analysis or
recommendations.
Where to Find Additional Information
On March 25, 2021, the Company filed a definitive proxy
statement with the SEC in connection with the Annual Meeting (such
proxy statement and any supplements or amendments thereto, “the
Annual Meeting Proxy Materials”). The Annual Meeting Proxy
Materials contain important information about the Annual Meeting.
Stockholders are urged to read the Annual Meeting Proxy Materials
carefully. Stockholders are able to obtain free copies of the
Annual Meeting Proxy Materials and other documents filed with the
SEC by the Company through the web site maintained by the SEC at
www.sec.gov and at
https://ir.sesenbio.com/financial-information/sec-filings. The
Company, its directors and executive officers may be deemed
participants in the solicitation of proxies from stockholders in
respect of the Annual Meeting. Detailed information regarding the
identity of participants, and their respective interests in the
Company by security holdings or otherwise, are set forth in the
definitive proxy statement for the Annual Meeting.
1This amount is preliminary and is subject to change upon
completion of the Company’s financial statements for the quarterly
period ended March 31, 2021.
About Vicineum™
Vicineum, a locally administered fusion protein, is Sesen Bio’s
lead product candidate being developed for the treatment of
BCG-unresponsive non-muscle invasive bladder cancer (NMIBC).
Vicineum is comprised of a recombinant fusion protein that targets
epithelial cell adhesion molecule (EpCAM) antigens on the surface
of tumor cells to deliver a potent protein payload, Pseudomonas
Exotoxin A. Vicineum is constructed with a stable, genetically
engineered peptide tether to ensure the payload remains attached
until it is internalized by the cancer cell, which is believed to
decrease the risk of toxicity to healthy tissues, thereby improving
its safety. In prior clinical trials conducted by Sesen Bio, EpCAM
has been shown to be overexpressed in NMIBC cells with minimal to
no EpCAM expression observed on normal bladder cells. Sesen Bio is
currently in the follow-up stage of a Phase 3 registration trial in
the US for the treatment of BCG-unresponsive NMIBC. In February
2021, the FDA accepted for filing the Company’s BLA for Vicineum
for the treatment of BCG-unresponsive NMIBC and granted the
application Priority Review with a PDUFA date of August 18, 2021.
Additionally, Sesen Bio believes that cancer cell-killing
properties of Vicineum promote an anti-tumor immune response that
may potentially combine well with immuno-oncology drugs, such as
checkpoint inhibitors. For this reason, the activity of Vicineum in
BCG-unresponsive NMIBC is also being explored at the US National
Cancer Institute in combination with AstraZeneca’s immune
checkpoint inhibitor durvalumab.
About Sesen Bio
Sesen Bio, Inc. is a late-stage clinical company advancing
targeted fusion protein therapeutics for the treatment of patients
with cancer. The Company’s lead program, Vicineum™, also known as
VB4-845, is currently in the follow-up stage of a Phase 3
registration trial for the treatment of BCG-unresponsive non-muscle
invasive bladder cancer (NMIBC). In February 2021, the FDA accepted
for filing the Company’s BLA for Vicineum for the treatment of
BCG-unresponsive NMIBC and granted the application Priority Review
with a PDUFA date of August 18, 2021. Sesen Bio retains worldwide
rights to Vicineum with the exception of Greater China and the
Middle East and North Africa (MENA), for which the Company has
partnered with Qilu Pharmaceutical and Hikma Pharmaceuticals,
respectively, for commercialization. Vicineum is a locally
administered targeted fusion protein composed of an anti-EpCAM
antibody fragment tethered to a truncated form of Pseudomonas
Exotoxin A for the treatment of BCG-unresponsive NMIBC. For more
information, please visit the company’s website at
www.sesenbio.com.
COVID-19 Pandemic Potential Impact
Sesen Bio continues to monitor the rapidly evolving environment
regarding the potential impact of the COVID-19 pandemic on our
Company. The Company has not yet experienced any disruptions to our
operations as a result of COVID-19, however, we are not able to
quantify or predict with certainty the overall scope of potential
impacts to our business, including, but not limited to, our ability
to raise capital and, if approved, commercialize Vicineum. Sesen
Bio remains committed to the health and safety of patients,
caregivers and employees.
Cautionary Note on Forward-Looking Statements
Any statements in this press
release about future expectations, plans and prospects for the
Company, the Company’s strategy, future operations, and other
statements containing the words “anticipate,” “believe,”
“estimate,” “expect,” “intend,” “may,” “plan,” “predict,”
“project,” “target,” “potential,” “will,” “would,” “could,”
“should,” “continue,” and similar expressions, constitute
forward-looking statements within the meaning of The Private
Securities Litigation Reform Act of 1995. Actual results may differ
materially from those indicated by such forward-looking statements
as a result of various important factors, including:
the Company’s belief that the
proposed increase in authorized shares, if approved, will allow the
Company to execute on its strategies and drive stockholder value,
the Company’s plans for issuing shares of common stock if the
proposed increase is approved, the potential effects of the
proposed increase in authorized shares, if approved, including, the
potential dilutive effect of future issuances of the Company’s
common stock on its current stockholders, the Company’s belief
regarding its ability to achieve corporate profitability and any
need to request additional shares in the future, and other factors
discussed in the “Risk Factors” section of the Company’s Annual
Report on Form 10-K filed with the SEC. In addition, the
forward-looking statements included in this press release represent
the Company’s views as of the date hereof. The Company anticipates
that subsequent events and developments will cause the Company’s
views to change. However, while the Company may elect to update
these forward-looking statements at some point in the future, the
Company specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing the Company’s views as of any date subsequent to the
date hereof.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210407005284/en/
Erin Clark, Vice President,
Corporate Strategy & Investor Relations
ir@sesenbio.com
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