Form 8-K - Current report
22 October 2024 - 11:05PM
Edgar (US Regulatory)
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0001857044
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2024-10-17
2024-10-17
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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) October 17, 2024
INDAPTUS
THERAPEUTICS, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-40652 |
|
86-3158720 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
3
Columbus Circle
15th
Floor
New
York, New York |
|
10019 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(646)
427-2727
(Registrant’s
telephone number, including area code)
(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 each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
Common
Stock, $0.01 par value |
|
INDP |
|
Nasdaq
Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in 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
8.01. Other Events.
On
October 17, 2024, Indaptus Therapeutics, Inc. (the “Company”) entered into a clinical supply agreement (the “Supply
Agreement”) with BeiGene Switzerland GmbH (“BeiGene”) to advance clinical evaluation of Decoy20, the Company’s
novel product candidate designed to induce a broad immune response to fight cancer, in combination with BeiGene’s anti-PD-1 antibody,
tislelizumab (the “BeiGene Product”), for the treatment of patients with advanced solid tumors (the “Combination Study”).
The Company intends to seek approval from the U.S. Food and Drug Administration to initiate the Combination Study, which is anticipated
to begin in 2025.
Under
the terms of the Supply Agreement, the Company will pay for all costs associated with the Combination Study (other than the cost of the
BeiGene Product), BeiGene will supply the BeiGene Product to the Company for the purposes of the study, and the Company will supply Decoy20
for the purposes of the Combination Study. The Supply Agreement will terminate upon the earlier of (i) the one-year anniversary of the
date that the Company provides BeiGene with the Combination Study’s final clinical study report or (ii) the date of termination
of the Combination Study, subject to early termination in certain circumstances.
Forward-Looking
Statements
This
report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These include statements
regarding management’s expectations, beliefs and intentions regarding, among other things: our expectations and plans regarding
our clinical supply agreement with BeiGene; our plans to advance clinical evaluation of the combination of BeiGene’s anti-PD-1
antibody, tislelizumab, with Decoy20; our plans to seek FDA approval and to initiate a combination trial, and the timing thereof; the
anticipated effects of our product candidates, including Decoy20; the plans and objectives of management for future operations; our research
and development activities and costs; the sufficiency of our cash and cash equivalents to fund our ongoing activities and our cash management
strategy; and our assessment of financing options to support our corporate strategy. Forward-looking statements can be identified by
the use of forward-looking words such as “believe”, “expect”, “intend”, “plan”, “may”,
“should”, “could”, “might”, “seek”, “target”, “will”, “project”,
“forecast”, “continue” or “anticipate” or their negatives or variations of these words or other comparable
words or by the fact that these statements do not relate strictly to historical matters. Because forward-looking statements relate to
matters that have not yet occurred, these statements are inherently subject to risks and uncertainties that could cause our actual results
to differ materially from any future results expressed or implied by the forward-looking statements. Many factors could cause actual
activities or results to differ materially from the activities and results anticipated in forward-looking statements, including, but
not limited to the following: our limited operating history; conditions and events that raise substantial doubt regarding our ability
to continue as going concern; the need for, and our ability to raise, additional capital given our lack of current cash flow; our clinical
and preclinical development, which involves a lengthy and expensive process with an uncertain outcome; our incurrence of significant
research and development expenses and other operating expenses, which may make it difficult for us to attain profitability; our pursuit
of a limited number of research programs, product candidates and specific indications and failure to capitalize on product candidates
or indications that may be more profitable or have a greater likelihood of success; our ability to obtain and maintain regulatory approval
of any product candidate; the market acceptance of our product candidates; our reliance on third parties to conduct our preclinical studies
and clinical trials and perform other tasks; our reliance on third parties for the manufacture of our product candidates during clinical
development; our ability to successfully commercialize Decoy20 or any future product candidates; our ability to obtain or maintain coverage
and adequate reimbursement for our products; the impact of legislation and healthcare reform measures on our ability to obtain marketing
approval for and commercialize Decoy20 and any future product candidates; product candidates of our competitors that may be approved
faster, marketed more effectively, and better tolerated than our product candidates; our ability to adequately protect our proprietary
or licensed technology in the marketplace; the impact of, and costs of complying with healthcare laws and regulations, and our failure
to comply with such laws and regulations; information technology system failures, cyberattacks or deficiencies in our cybersecurity;
and unfavorable global economic conditions. These and other important factors discussed under the caption “Risk Factors”
included in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 filed with the SEC on August 12, 2024, our most recent
Annual Report on Form 10-K filed with the SEC on March 13, 2024, and our other filings with the SEC, could cause actual results to differ
materially from those indicated by the forward-looking statements made in this report. All forward-looking statements speak only as of
the date of this report and are expressly qualified in their entirety by the cautionary statements included in this report. We undertake
no obligation to update or revise forward-looking statements to reflect events or circumstances that arise after the date made or to
reflect the occurrence of unanticipated events, except as required by applicable law.
SIGNATURES
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.
Date:
October 22, 2024
|
INDAPTUS
THERAPEUTICS, INC. |
|
|
|
|
By:
|
/s/
Nir Sassi |
|
Name:
|
Nir
Sassi |
|
Title:
|
Chief
Financial Officer |
v3.24.3
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Oct. 17, 2024 |
Cover [Abstract] |
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Document Period End Date |
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|
Entity File Number |
001-40652
|
Entity Registrant Name |
INDAPTUS
THERAPEUTICS, INC.
|
Entity Central Index Key |
0001857044
|
Entity Tax Identification Number |
86-3158720
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
3
Columbus Circle
|
Entity Address, Address Line Two |
15th
Floor
|
Entity Address, City or Town |
New
York
|
Entity Address, State or Province |
NY
|
Entity Address, Postal Zip Code |
10019
|
City Area Code |
(646)
|
Local Phone Number |
427-2727
|
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Pre-commencement Issuer Tender Offer |
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Title of 12(b) Security |
Common
Stock, $0.01 par value
|
Trading Symbol |
INDP
|
Security Exchange Name |
NASDAQ
|
Entity Emerging Growth Company |
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