Hanmi Pharma Amends Aptose Biosciences 13D Filing

TL;DR

**Hanmi Pharma updated its Aptose Biosciences 13D, signaling continued significant ownership.**

AI Summary

Hanmi Pharmaceutical Co., Ltd. filed an Amendment No. 1 to Schedule 13D on February 5, 2024, updating its previous filing regarding its ownership in Aptose Biosciences Inc. This amendment indicates a change in the 'Date of Event which Requires Filing of this Statement' to January 31, 2024. While the filing doesn't detail specific transactions, it signals that Hanmi Pharmaceutical continues to be a significant stakeholder in Aptose Biosciences, which could influence future strategic decisions or provide a vote of confidence in the company's direction. Investors should monitor further filings for details on any changes in ownership percentage or intent.

Why It Matters

This filing confirms Hanmi Pharmaceutical's ongoing significant interest in Aptose Biosciences, which can be a positive signal for current and potential investors, suggesting a strategic alignment or belief in Aptose's future.

Risk Assessment

Risk Level: low — This is an amendment to a previous filing, indicating ongoing disclosure rather than a new, unexpected event, thus posing low immediate risk.

Analyst Insight

Investors should note Hanmi Pharmaceutical's continued involvement but recognize this specific filing is an administrative update, not a new transaction. Further investigation into Hanmi's specific ownership percentage and any stated intentions in the original 13D filing would provide more actionable insights.

Key Players & Entities

• Hanmi Pharmaceutical Co., Ltd. (company) — the reporting person and significant shareholder of Aptose Biosciences Inc.
• Aptose Biosciences Inc. (company) — the issuer of the securities being reported on
• Tony Koh (person) — contact person for Hanmi Pharmaceutical Co., Ltd.
• Robert F. Gray, Jr. (person) — legal counsel from Mayer Brown LLP for Hanmi Pharmaceutical Co., Ltd.
• January 31, 2024 (date) — Date of Event which Requires Filing of this Statement

Forward-Looking Statements

• Hanmi Pharmaceutical will maintain its significant stake in Aptose Biosciences for the foreseeable future. (Hanmi Pharmaceutical Co., Ltd.) — medium confidence, target: 2025-02-05
• Aptose Biosciences' stock price will experience minimal immediate impact from this administrative filing. (Aptose Biosciences Inc.) — high confidence, target: 2024-02-12

FAQ

Key Financial Figures

• $1.90 — cquired Warrants”), at a price of $1.90 USD per 1 Share and 1.111 Warrant, for
• $4,000,000 — rant, for an aggregate consideration of $4,000,000 pursuant to the Subscription Agreement,

Filing Documents

• ea192731-13da1hanmi_aptose.htm (SC 13D/A) — 49KB
• ea192731ex99-1_aptose.htm (EX-99.1) — 270KB
• 0001213900-24-009767.txt ( ) — 321KB

Source and Amount of Funds or Other Considerations

Item 3. Source and Amount of Funds or Other Considerations

of the Original Schedule 13D is hereby amended to add the following

Item 3 of the Original Schedule 13D is hereby amended to add the following at the end thereof: On January 31, 2024, the Reporting Person purchased (i) 2,105,263 Shares (the “Newly Acquired Shares”); and (ii) 2,339,181 Warrants (the “Newly Acquired Warrants”), at a price of $1.90 USD per 1 Share and 1.111 Warrant, for an aggregate consideration of $4,000,000 pursuant to the Subscription Agreement, dated January 25, 2024, between the Issuer and the Reporting Person (the “January Subscription Agreement”). The funds for the purchase of such Newly Acquired Shares and Newly Acquired Warrants were obtained from the Issuer’s general working capital.

Purpose of Transaction

Item 4. Purpose of Transaction

of the Original Schedule 13D is hereby amended to add the following

Item 4 of the Original Schedule 13D is hereby amended to add the following at the end thereof: Under the January Subscription Agreement, the Reporting Person purchased the Warrants, which, when exercised, will increase the Reporting Person’s ownership of Shares. The Reporting Person and the Issuer have agreed, however, that the Issuer shall not effect any exercise of the Warrants, and the Reporting Person shall not have the right to exercise any portion of the Warrants to the extent that after giving effect to such issuance the Reporting Person and its affiliates and other persons acting as a group with the Reporting Person would beneficially own in excess of 19.99% of the number of Shares outstanding immediately after giving effect to the issuance of Shares issuable upon exercise of the Warrants. Other than as described above, the Reporting Person does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)–(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Person may change their purpose or formulate different plans or proposals with respect thereto at any time.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a) and (b) The responses of the Reporting Person with respect to Rows 11, 12, and 13 of the cover pages of this Schedule 13D that relate to the aggregate number and percentage of Shares of the Issuer are incorporated herein by reference. The response of the Reporting Person with respect to Rows 7, 8, 9, and 10 of the cover page of this Schedule 13D that relate to the number of Shares as to which the Reporting Person referenced in Item 2 above has sole or shared power to vote or to direct the vote of and sole or shared power to dispose of or to direct the disposition of (including but not limited to footnotes to such information) are incorporated herein by reference. (c) Except as set forth in this Schedule 13D, the Reporting Person has not effected any transactions with respect to the Shares of the Issuer during the past 60 days. (d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Reporting Person. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer The information furnished in Item 3 and Item 4 of this Schedule 13D that relates to the Subscription Agreement and the January Subscription Agreement is incorporated into this Item 6 by reference. Except as described above or elsewhere in this Schedule 13D or incorporated by reference in this Schedule 13D, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person or, to the best of their knowledge, any other person with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies. 4 Item 7 Materials to Be Filed as Exhibits Exhibit Description 99.1 Subscription Agreement, dated as of January 25, 2024, by and between the Reporting Person and the Issuer. 5 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 2, 2024 Hanmi Pharmaceutical Co., Ltd. /s/ Tony Koh Tony Koh Head of Global Business Development 6

View Full Filing

View this SC 13D/A filing on SEC EDGAR