Hanmi Pharma Amends Stake in Aptose Biosciences

TL;DR

Hanmi Pharma updated its filing for Aptose Biosciences - ownership change incoming.

AI Summary

Hanmi Pharmaceutical Co., Ltd. has filed an amendment (No. 2) to its Schedule 13D for Aptose Biosciences Inc. on April 26, 2024. This filing indicates a change in the beneficial ownership of Aptose Biosciences Inc. common shares. The filing does not specify the exact number of shares or the percentage of ownership change in this amendment.

Why It Matters

This amendment signals a potential shift in the ownership structure or investment strategy of Aptose Biosciences Inc., which could impact its stock performance and future corporate actions.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often indicate significant changes in beneficial ownership, which can lead to increased stock volatility.

Key Players & Entities

• Hanmi Pharmaceutical Co., Ltd. (company) — Filing entity
• Aptose Biosciences Inc. (company) — Subject company
• Tony Koh (person) — Signatory for Hanmi Pharmaceutical

FAQ

Filing Documents

• ea0204769-13da2hanmi_aptose.htm (SC 13D/A) — 41KB
• ea020476901ex99-2_aptose.htm (EX-99.2) — 99KB
• 0001213900-24-036499.txt ( ) — 142KB

Purpose of Transaction

Item 4. Purpose of Transaction

of the Amended Statement

Item 4 of the Amended Statement is hereby amended to add the following at the end thereof: The definitive certificate representing the 2,339,181 warrants to acquire Shares (the “Warrants”) pursuant to the January Subscription Agreement (the “Original Warrant Certificate”) was issued by the Issuer to the Reporting Person on January 31, 2024. According to Section 2(f) of the Original Warrant Certificate, the Issuer may not effect any exercise of the Warrants, and the Reporting Person or its assigns may not exercise any portion of the Warrants, to the extent that (among other reasons) after giving effect to such issuance, the Reporting Person, its affiliates and other persons acting as a group with the Reporting Person would beneficially own more than 19.99% of the total Shares outstanding immediately after giving effect to such issuance, unless the Issuer obtains a shareholder approval (the “Shareholder Approval”) for the issuance of Shares upon exercise of the Warrants in excess of such limitation in accordance with Nasdaq Stock Market Rules. On April 24, 2024, the Issuer and the Reporting Person entered into the Amended and Restated Warrant to Purchase Common Shares (the “Amended Warrant Certificate”), pursuant to which the Original Warrant Certificate was amended and restated to specify that the Issuer will seek and obtain a Shareholder Approval on or before June 18, 2024. If a Shareholder Approval is obtained, the Reporting Person may be allowed to exercise the Warrants in full and, if so exercised, will increase the Reporting Person’s ownership of Shares. This summary is qualified in its entirety by reference to the Amended Warrant Certificate, a copy of which is filed as Exhibit 99.2 and incorporated by reference herein. 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

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 7 through 13 of the cover page of this Amendment No. 2 are incorporated herein by reference. (c) Except for the transaction described in response to Item 4 above, which information is hereby incorporated by reference, 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 by the Reporting Person 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 that may be deemed to be 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 contained in

of this Amendment No. 2 is incorporated by reference herein

Item 4 of this Amendment No. 2 is incorporated by reference herein. Except as described or incorporated by reference in this Amendment No. 2 or elsewhere in the Amended Statement, there are no contracts, arrangements, understandings or relationships between the Reporting Person or, to the best of its 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. CUSIP No. 03835T200 Schedule 13D/A2 Page 5 of 6

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits Exhibit Description 99.2 Amended and Restated Warrant to Purchase Common Shares, dated January 31, 2024 CUSIP No. 03835T200 Schedule 13D/A2 Page 6 of 6 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: April 26, 2024 Hanmi Pharmaceutical Co., Ltd. By: /s/ Tony Koh Name: Tony Koh Title: Head of Global Business Development

View Full Filing

View this SC 13D/A filing on SEC EDGAR