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     196  0 Kommentare Alpha Holdings Provides Update on Opposition to OncoSec Takeover Proposal

    Alpha Holdings, Inc. (KOSDAQ: 117670) (“Alpha Holdings”), the largest stockholder of OncoSec Medical Incorporated (NASDAQ: ONCS) (“OncoSec” or the “Company”), with an approximate 15.1% ownership stake, today provided an update with respect to its opposition of the proposed takeover of OncoSec by China Grand Pharmaceuticals and Healthcare Holdings (“CGP”) and Sirtex Medical US Holdings, Inc. (“Sirtex”), an affiliate of GCP (together, “China Grand”).

    Pending Litigation Against OncoSec

    On October 29, 2019, Alpha Holdings filed two lawsuits against OncoSec in the District Court of Clark County, Nevada. The first is a class action lawsuit filed by Alpha Holdings on behalf of all OncoSec stockholders, alleging that (i) OncoSec board members breached their fiduciary duties by agreeing to the China Grand Takeover Proposal and by making incomplete and misleading disclosures in connection with the proposal and (ii) Sirtex and a CGP subsidiary aided and abetted those breaches. The second lawsuit seeks access to certain OncoSec books and records, including the stockholder list that Alpha Holdings is legally entitled to use in connection with its effort to solicit votes in opposition to the China Grand Takeover Proposal.

    The defendants in Alpha Holdings’ fiduciary class action moved to dismiss the complaint, and a hearing on their motions is scheduled for November 25, 2019. A hearing on Alpha Holdings’ motion for a preliminary injunction blocking a stockholder vote on the China Grand Takeover Proposal is scheduled for January 13, 2020. OncoSec has agreed that it will hold the Special Meeting of Stockholders no sooner than January 15, 2020.

    Hee Do Koo, Chief Executive Officer of Alpha Holdings, Outlines Reasons for Opposing Transaction

    Alpha Holdings continues to believe that the China Grand Proposal is not in the best interests of OncoSec’s stockholders, and CEO Hee Do Koo has outlined Alpha Holdings’ reasons for opposing the transaction below.

    Q:

    What do you think of the proposed China Grand take-over?

     

    A:

    “In short, I think it is too unfavorable to OncoSec and its shareholders.

     

    With this transaction, China Grand and its affiliate Sirtex Medical will take control of the Company, could rebuff other potential acquirors of OncoSec, and could even take the company private, de-listing the Company from NASDAQ. We are particularly concerned about China Grand’s purported “option to offer” to acquire OncoSec’s remaining outstanding shares (47% of the Company) at the greater of $4.50 per share or 110% of the closing price within 12 months of the closing. It is unclear what rights this “option” gives China Grand and in any case, we believe it is unfavorable to the Company.

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    Alpha Holdings Provides Update on Opposition to OncoSec Takeover Proposal Alpha Holdings, Inc. (KOSDAQ: 117670) (“Alpha Holdings”), the largest stockholder of OncoSec Medical Incorporated (NASDAQ: ONCS) (“OncoSec” or the “Company”), with an approximate 15.1% ownership stake, today provided an update with respect to its …