LOS ANGELES, July 18, 2017 /PRNewswire/ -- ImmunoCellular
Therapeutics, Ltd. ("ImmunoCellular") (NYSE MKT: IMUC) today
announced the pricing of an underwritten public offering of 5,000
shares of its Series B 8% Mandatorily Convertible Preferred Stock
("Preferred Stock") and related warrants ("Warrants") to purchase
up to 9,000 shares of Preferred Stock, at a public offering price
of $1,000 per share of Preferred
Stock and related Warrants, for gross proceeds of approximately
$5 million, excluding the proceeds,
if any, from the exercise of the Warrants.
Each share of Preferred Stock is being sold together with
(i) 0.6 of a Series 1 Warrant to purchase one share of
Preferred Stock, (ii) 0.6 of a Series 2 Warrant to purchase
one share of Preferred Stock, and (iii) 0.6 of a Series 3
Warrant to purchase one share of Preferred Stock. The Preferred
Stock has an initial stated value of $1,080 and is convertible into shares of the
Company's Common Stock at a conversion price equal to the lesser of
(a) $1.22, subject to certain
adjustments, and (b) 87.5% of the lowest volume weighted average
price of the Company's Common Stock during the ten trading days
ending on, and including, the date of the notice of conversion. The
conversion price described in (b) is subject to a floor of $0.35,
except in the event of anti-dilution adjustments. Each Warrant will
have an initial exercise price of $1,000 per share of Preferred Stock. The Series 1
Warrants, Series 2 Warrants, and Series 3 Warrants will be
immediately exercisable and will expire on the three-month,
six-month, and twelve-month anniversary of the original issuance
date, respectively.
The Offering is expected to close on July
21, 2017, subject to the satisfaction of customary closing
conditions.
Maxim Group LLC is acting as sole book-running manager for the
offering.
The shares are being offered pursuant to a written prospectus
forming part of an effective registration statement on Form S-1
previously filed with the Securities and Exchange Commission
(SEC). When available, copies of the final prospectus
relating to this offering may also be obtained by contacting Maxim
Group LLC, 405 Lexington Ave., New York,
NY, 10174; Attn: Prospectus Department, or by Telephone:
(800) 724-0761; or Email: syndicates@maximgrp.com, or by accessing
the SEC's website at www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such state or
jurisdiction.
About ImmunoCellular Therapeutics, Ltd.
ImmunoCellular Therapeutics, Ltd. is a Los Angeles-based clinical-stage company that
is developing immune-based therapies for the treatment of brain and
other cancers. ImmunoCellular's pipeline includes: a Stem-to-T-cell
research program, which engineers hematopoietic stem cells to
generate cytotoxic T cells; ICT-121, a patient-specific, dendritic
cell-based immunotherapy targeting CD133 found in recurrent
glioblastoma; and ICT-140, a patient-specific, dendritic cell-based
immunotherapy targeting ovarian cancer. ImmunoCellular recently
suspended further patient randomization in its phase 3 trial of
ICT-107 in HLA-A2 patients while it pursues a collaborative
arrangement or acquisition of its ICT-107 program. To learn more
about ImmunoCellular, please visit www.imuc.com.
Forward-Looking Statements
This press release contains certain forward-looking statements,
including statements regarding the anticipated closing of the
offering. Forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ materially
and reported results should not be considered as an indication of
future performance. These risks and uncertainties include, but are
not limited to: risks associated with ImmunoCellular's ability to
satisfy certain conditions to closing this offering on a timely
basis or at all, as well as general economic and market factors,
among others discussed in the "Risk Factors" section of the final
prospectus relating to this offering and in our most recent
periodic reports filed with the SEC, including our most recent
Quarterly Report on Form 10-Q for the period ended March 31, 2017. These forward-looking statements
speak only as of the date hereof. ImmunoCellular undertakes
no obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or
otherwise.
Contact:
ImmunoCellular Therapeutics, Ltd.
Investor Relations
Jane Green
415.652.4819
jane@jmgcomm.com
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SOURCE ImmunoCellular Therapeutics, Ltd.