F-star says invoX extended offer, in further extension talks after CFIUS warning

In a regulatory filing, F-star Therapeutics stated: "As previously disclosed, on December 20, 2022, Purchaser, Parent, and the Company entered into Amendment No. 3 to the Merger Agreement, in order to, among other things, amend the Foreign Investment Condition of the Offer with respect to CFIUS to provide that it will be satisfied if: a declaration or notification has been made to or requested by CFIUS with respect to the transactions contemplated by the Merger Agreement, (x) the CFIUS Action with respect to such declaration or notification has occurred or (y) the Parties have not received notification of any actual or threatened commencement of any legal proceeding, issuance of any order, or taking of any other action, by or on behalf of CFIUS that would seek to enjoin, prevent, restrain or otherwise prohibit the consummation of the transactions contemplated by the Merger Agreement. On the evening of December 28, 2022, and prior to the then-scheduled Expiration Date, CFIUS notified Parent that if the Parties intended to proceed with the closing of the transactions contemplated by the Merger Agreement without having resolved CFIUS’s identified national security risks, CFIUS would take action to restrict the Parties from consummating the transactions contemplated by the Merger Agreement. Shortly thereafter, CFIUS delivered to the Parties an Interim Order preventing the Parties from consummating the transactions contemplated by the Merger Agreement pending conclusion of CFIUS’s review of the transaction, action by the President or revocation of the Interim Order. The Interim Order is intended to provide CFIUS the opportunity to continue its review and investigation. As a result, the Foreign Investment Condition of the Offer with respect to CFIUS has not been satisfied. On December 29, 2022, Purchaser, Parent and SBP extended the Offer to 5:00 p.m., Eastern Time, on December 30, 2022, unless further extended, to provide Purchaser, Parent and SBP an opportunity to discuss with the Company an extension of the End Date to January 29, 2023, the last day of CFIUS’s 45-calendar day review period, and any conditions on which Purchaser, Parent and SBP would be willing to agree to such extension. The Offer was previously set to expire at one (1) minute past 11:59 p.m., Eastern Time, on December 28, 2022. The Depositary has advised Purchaser, Parent, and SBP that, as of one (1) minute past 11:59 p.m., Eastern Time, on December 28, 2022, 16,709,745 Shares had been validly tendered into and not properly withdrawn from the Offer, representing approximately 75.99% of the outstanding Shares, and an additional approximately 1,488,292 Shares tendered pursuant to a notice of guaranteed delivery. Unless extended, the End Date will remain one (1) minute past 11:59 p.m., Eastern Time, on December 30, 2022."