Mosaic ImmunoEngineering Agrees to Acquire Clinical Necroptosis Cancer Therapy Assets from Oncotelic Therapeutics, Inc.

- The clinical assets to be acquired include cancer and ocular disease programs, including regulatory and clinical packages and access to Oncotelic's AI platform for identifying immunotherapy combinations

HUNTINGTON BEACH, CA / ACCESSWIRE / April 29, 2024 / Mosaic ImmunoEngineering, Inc. ("Mosaic" or the "Company"), (OTC PINK:CPMV), a development-stage biotechnology company focused on the development of novel immunotherapies to treat and prevent cancer, today announced the signing of a binding term-sheet with Oncotelic Therapeutics, Inc. (OTCQB:OTLC) ("Oncotelic"), under which Mosaic intends to acquire rights to certain of Oncotelic's clinical stage necroptosis cancer therapies associated with Oncotelic's vascular disruptive agents ("VDAs"). Oncotelic's VDA necroptosis therapeutics are expected to work by disrupting tumor blood flow resulting in immunogenic tumor cell death through "death receptor" activation, which can result in a robust anti-cancer immune response. In addition to the clinical stage assets, Mosaic will have non-exclusive access to Oncotelic's proprietary AI technologies for identifying immunotherapy combinations.

Pursuant to the term-sheet, Mosaic will issue Oncotelic shares of its common stock valued at $15.0 million upon execution of the definitive agreement, or a combination common stock and preferred stock to be determined by the parties, along with additional milestones allowing Oncotelic to earn up to an additional $15.0 million in shares of common stock valued at the time of issuance, if earned. The Mosaic team, which has broad experience in bringing oncology and orphan drug products to market with combined experience with well over 30 FDA and worldwide product approvals, will be responsible for advancing the development of the technologies. Oncotelic and Mosaic will work closely to ensure a smooth transfer of the technologies upon closing of the definitive agreement from Oncotelic to Mosaic. Oncotelic will provide short-term financial support while the teams work together to achieve both short-term and long-term financing goals.

The binding term sheet is subject to customary due diligence requirements and other conditions, including but not limited to, obtaining appropriate shareholder approval for the transaction.

"We are very pleased to have this opportunity to bring clinical stage assets into the company as we look to build a pipeline of oncology products with the potential to treat multiple types of cancer. In particular, the necroptosis agents we are acquiring have promise in areas with high unmet medical need such as uveal melanoma and retinoblastoma. We look forward to working with the Oncotelic team to complete the transaction and to initiating the technology transfer process so that we can advance the program into new clinical trials." said Steven King, President and CEO of Mosaic.