BriaCell Therapeutics Corp. ("BriaCell" or the "Company")
(TSX-V:BCT) (OTCQB:BCTXF), a clinical-stage biotechnology
company specializing in targeted immunotherapy for advanced breast
cancer, announces that it has upsized and closed the second and
final tranche of its previously-announced non-brokered private
placement (the "
Second Tranche") of common shares
in the capital of the Company. Under the Second Tranche, the
Company issued a total of 22,235,240 common shares at a price of
C$0.10 per common share for gross proceeds of C$2,223,524.
Combined with the closing of the first tranche on March 25, 2019
(the "
First Tranche"), the Company has issued a
total of 29,735,240 common shares for gross proceeds of
C$2,973,524, upsized from its “up to approximately C$2 million”
private placement (collectively with the First Tranche and Second
Tranche, the “
Private Placement”). The Private
Placement size is inclusive of the C$500,000 equity investment by
BriaCell Director and Acting Chairman of the Board, Jamieson
Bondarenko, which closed as part of the first tranche on March 25,
2019 ("
Bondarenko Investment", collectively with
the Private Placement, the "
Offering"). The
terms and conditions of the Private Placement and Bondarenko
Investment are the same.
The Company intends to use the net proceeds from
the Offering: (i) to finance the Company's Phase IIa combination
study of Bria-IMT™ with KEYTRUDA® by Merck & Co. Inc. (NYSE:
MRK) in advanced breast cancer; (ii) to finance the Company's
pursuit of other research opportunities; and (iii) for working
capital and general corporate purposes.
All securities issued under the First Tranche
will be subject to a hold period expiring on July 26, 2019. All
securities issued under the Second Tranche will be subject to a
hold period expiring on July 30, 2019. The Company paid a total of
C$139,340 cash finders’ fees on subscriptions under the
Offering.
Jamieson Bondarenko is an insider of the
Company, and his participation in the Private Placement is
considered a "related party transaction" pursuant to Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company is exempt from the
requirements to obtain a formal valuation or minority shareholder
approval in connection with the insiders' participation in the
Private Placement in reliance of sections 5.5(a) and 5.7(1)(a) of
MI 61-101.
The securities have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act"), or any U.S. state securities laws, and may
not be offered or sold in the United States or to, or for the
account or benefit of, United States persons absent registration or
an applicable exemption from the registration requirements of the
U.S. Securities Act and applicable U.S. state securities laws. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States,
nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
Separately, the Company has made an application
to the TSX Venture Exchange (the "Exchange") to
amend the exercise price of approximately 12,453,000 common share
purchase warrants (the "Warrants") which were or
will be issued to current BriaCell noteholders upon conversion of
convertible notes issued as part of a previous private
placement, which closed last year on March 8, 2018 (see press
release dated March 7, 2018). Subject to Exchange approval, the
Company intends to amend the exercise price of the Warrants from
C$0.14 to C$0.12. All other terms of the Warrants remain the same.
The Warrants are not owned by, directly or indirectly, any of the
Company's directors, officers or control persons.
About BriaCell
BriaCell is an immuno-oncology focused
biotechnology company developing targeted and safe approaches for
the management of cancer.
BriaCell is currently conducting a Phase I/IIa
clinical trial of Bria-IMT™, its lead candidate, in a combination
study with pembrolizumab [KEYTRUDA®; manufactured by Merck &
Co., Inc. (NYSE: MRK)]. The combination study is listed in
ClinicalTrials.gov as NCT03328026.
BriaCell is developing Bria-OTS™, an
off-the-shelf personalized immunotherapy, for advanced breast
cancer. Bria-OTS™ immunotherapy treatments are personalized to
match the patient without the need for personalized manufacturing.
Bria-OTS™, which is expected to cover over 99 percent of the
patient population, is designed to produce a potent and selective
immune response against the cancer of each patient while
eliminating the time, expense and complex manufacturing logistics
associated with other personalized immunotherapies.
For additional information on BriaCell, please
visit: http://www.BriaCell.com.
Cautionary Note Regarding Forward-Looking
Information
Except for the statements of historical fact,
this news release contains "forward-looking information" within the
meaning of the applicable Canadian securities legislation which
involves known and unknown risks relevant to the Company in
particular and to the biotechnology and pharmaceutical industries
in general, uncertainties and other factors that may cause actual
events to differ materially from current expectation. These risks
are more fully described in the Company's public filings available
at www.sedar.com.
Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of the date of this press release. The Company disclaims any
intention or obligation, except to the extent required by law, to
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Contact Information
For further information, please contact:
BriaCell Therapeutics
Corp.:Farrah DeanManager, Corporate DevelopmentEmail:
Farrah@BriaCell.com Phone: 1-888-485-6340
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