BrainStorm Cell Therapeutics Raises $10.0 Million in Common Stock Sale at $8.00 Per Share
March 06 2020 - 9:25AM
BrainStorm Cell Therapeutics Inc., (NASDAQ: BCLI), a leading
developer of cell technologies for neurodegenerative diseases,
today announced that it has entered into a definitive agreement
with Abbhi Investments, LLC, a healthcare-focused family office
based in Miami, Florida, in connection with a privately negotiated
sale of common stock and a warrant to purchase common stock
(collectively, the “securities”). Upon the closing of this
registered direct offering, BrainStorm will receive gross proceeds
of $10.0 million, resulting from the issuance and sale of 1,250,000
shares of common stock at a price per share of $8.00, a 4.9%
premium to our closing share price of $7.62 on March 5, 2020, and a
35.6% premium to the 30 day volume-weighted average price of $5.90.
The purchaser will also receive a warrant to purchase up to 250,000
shares of common stock at an exercise price of $15.00 per share.
The warrant will be exercisable immediately and has a term of three
years.
The securities will be issued pursuant to the Company’s existing
shelf registration statement on Form S-3 (File No. 333225517) (the
“Registration Statement”), which was filed with the SEC and
declared effective by the SEC on June 29, 2018.
BrainStorm intends to use the proceeds from this transaction to
fund its operations, which includes, but is not limited to
advancing the Company’s clinical programs, commercial production of
the investigational therapeutic NurOwn® (whether for ALS or other
indications), regulatory, pre-marketing and commercialization
preparation activities of NurOwn® for ALS, working capital and
general corporate purposes.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities. The securities offered
and sold in the private placement have not been registered under
the Securities Act of 1933, as amended (the "Securities Act"), or
any state securities laws, and may not be offered or sold in the
United States absent registration, or an applicable exemption from
registration under the Securities Act and applicable state
securities laws.
About NurOwn®NurOwn® (autologous MSC-NTF cells) represent a
promising investigational approach to targeting disease pathways
important in neurodegenerative disorders. MSC-NTF cells are
produced from autologous, bone marrow-derived mesenchymal stem
cells (MSCs) that have been expanded and differentiated ex vivo.
MSCs are converted into MSC-NTF cells by growing them under
patented conditions that induce the cells to secrete high levels of
neurotrophic factors. Autologous MSC-NTF cells can effectively
deliver multiple NTFs and immunomodulatory cytokines directly to
the site of damage to elicit a desired biological effect and
ultimately slow or stabilize disease progression. NurOwn® is
currently being evaluated in a Phase 3 ALS randomized
placebo-controlled trial and in a Phase 2 open-label multicenter
trial in Progressive MS.
About BrainStorm Cell Therapeutics Inc.BrainStorm Cell
Therapeutics Inc. is a leading developer of innovative
autologous adult stem cell therapeutics for debilitating
neurodegenerative diseases. The Company holds the rights to
clinical development and commercialization of the
NurOwn® Cellular Therapeutic Technology Platform used to
produce autologous MSC-NTF cells through an exclusive, worldwide
licensing agreement as well as through its own patents, patent
applications and proprietary know-how. Autologous MSC-NTF cells
have received Orphan Drug status designation from the U.S.
Food and Drug Administration (U.S. FDA) and
the European Medicines Agency (EMA) in ALS. BrainStorm
has fully enrolled the Phase 3 pivotal trial in ALS (NCT03280056),
investigating repeat-administration of autologous MSC-NTF cells at
six sites in the U.S., supported by a grant from
the California Institute for Regenerative Medicine (CIRM
CLIN2-0989). The pivotal study is intended to support a BLA filing
for U.S. FDA approval of autologous MSC-NTF cells in ALS.
BrainStorm received U.S. FDA clearance to initiate a
Phase 2 open-label multi-center trial of repeat intrathecal dosing
of MSC-NTF cells in Progressive Multiple Sclerosis (NCT03799718)
in December 2018 and has been enrolling clinical trial
participants since March 2019. For more information, visit the
company's website.
Safe-Harbor Statement Statements in this
announcement other than historical data and information, including
statements regarding future clinical trial enrollment and data,
constitute "forward-looking statements" and involve risks and
uncertainties that could cause BrainStorm Cell Therapeutics
Inc.'s actual results to differ materially from those stated
or implied by such forward-looking statements. Terms and phrases
such as "may", "should", "would", "could", "will", "expect",
"likely", "believe", "plan", "estimate", "predict", "potential",
and similar terms and phrases are intended to identify these
forward-looking statements. The potential risks and uncertainties
include, without limitation, BrainStorm’s need to raise additional
capital, BrainStorm’s ability to continue as a going concern,
regulatory approval of BrainStorm’s NurOwn® treatment candidate,
the success of BrainStorm’s product development programs and
research, regulatory and personnel issues, development of a global
market for our services, the ability to secure and maintain
research institutions to conduct our clinical trials, the ability
to generate significant revenue, the ability of BrainStorm’s
NurOwn® treatment candidate to achieve broad acceptance as a
treatment option for ALS or other neurodegenerative diseases,
BrainStorm’s ability to manufacture and commercialize the NurOwn®
treatment candidate, obtaining patents that provide meaningful
protection, competition and market developments, BrainStorm’s
ability to protect our intellectual property from infringement by
third parties, heath reform legislation, demand for our services,
currency exchange rates and product liability claims and
litigation,; and other factors detailed in BrainStorm's annual
report on Form 10-K and quarterly reports on Form 10-Q available
at http://www.sec.gov. These factors should be considered
carefully, and readers should not place undue reliance on
BrainStorm's forward-looking statements. The forward-looking
statements contained in this press release are based on the
beliefs, expectations and opinions of management as of the date of
this press release. We do not assume any obligation to update
forward-looking statements to reflect actual results or assumptions
if circumstances or management's beliefs, expectations or opinions
should change, unless otherwise required by law. Although we
believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements.
CONTACTS
Corporate: Uri Yablonka Chief Business Officer
BrainStorm Cell Therapeutics Inc. Phone: 646-666-3188
uri@brainstorm-cell.com
Investor Relations: Preetam Shah, MBA, PhD
Chief Financial Officer BrainStorm Cell Therapeutics Inc. Phone:
862-397-1860 pshah@brainstorm-cell.com
Media: Sean Leous Westwicke/ICR PR Phone:
+1.646.677.1839 sean.leous@icrinc.com
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