EDINBURGH, Scotland, Nov. 28,
2022 /PRNewswire/ -- TC BioPharm (Holdings) PLC
("TC BioPharm" or the "Company") (Nasdaq: TCBP) (Nasdaq: TCBPW), a
clinical stage biotechnology company developing platform allogeneic
gamma-delta T cell therapies for cancer treatment, today announced
that it has entered into a securities purchase agreement with
healthcare-focused and institutional investors for the sale and
issuance in a private placement of 1,470,000 American Depositary
Shares (the "ADSs")(or ADS equivalents in lieu thereof), Series A
warrants to purchase up to an aggregate of 1,470,000 ADSs and
Series B warrants to purchase up to an aggregate of 1,470,000 ADSs
at a purchase price of $5.00 per ADS
(or ADS equivalent in lieu thereof) and associated warrants. Each
ADS representing one ordinary share of the Company. The Series A
warrants will be exercisable immediately upon issuance at an
exercise price of $5.00 per ADS and
will expire five and one-half years following the date of
issuance. The Series B warrants will be exercisable
immediately upon issuance at an exercise price of $5.00 per ADS and will expire thirty months
following the date of issuance.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering.
The closing of the private placement is expected to occur on or
about November 30, 2022, subject to
the satisfaction of customary closing conditions. The aggregate
gross proceeds to the Company from the private placement is
expected to be $7.35 million. The
Company intends to use the net proceeds for general working capital
purposes.
The securities described above were offered in a private
placement under Section 4(a)(2) of the Securities Act of 1933, as
amended (the "Act"), and Regulation D promulgated thereunder and
have not been registered under the Act or applicable state
securities laws. Accordingly, such securities may not be
offered or sold in the United
States absent registration with the Securities and Exchange
Commission ("SEC") or an applicable exemption from such
registration requirements. The securities were offered only to
accredited investors. Pursuant to a registration rights agreement
with the investors, the Company has agreed to file one or more
registration statements with the SEC covering the resale of the
ADSs and ADSs issuable upon exercise of warrants.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these 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 any such
state or jurisdiction.
About TC BioPharm (Holdings) PLC
TC BioPharm is a
clinical-stage biopharmaceutical company focused on the discovery,
development and commercialization of gamma-delta T cell therapies
for the treatment of cancer with human efficacy data in acute
myeloid leukemia. Gamma-delta T cells are naturally occurring
immune cells that embody properties of both the innate and adaptive
immune systems and can intrinsically differentiate between healthy
and diseased tissue. TC BioPharm uses an allogeneic approach in
both unmodified and CAR modified gamma delta t-cells to effectively
identify, target and eradicate both liquid and solid tumors in
cancer.
TC BioPharm is the leader in developing gamma-delta T cell
therapies, and the first company to conduct phase II/pivotal
clinical studies in oncology. The Company is conducting two
investigator-initiated clinical trials for its unmodified
gamma-delta T cell product line - Phase 2b/3 pivotal trial for
OmnImmune® in treatment of acute myeloid leukemia using the
Company's proprietary allogeneic
CryoTC technology to provide frozen product to clinics worldwide.
TC BioPharm also maintains a robust pipeline for future indications
in solid tumors as well as a significant IP/patent portfolio in the
use of CARs with gamma delta t-cells and owns our manufacturing
facility to maintain cost and product quality controls.
Forward Looking Statements
This press release may
contain statements of a forward-looking nature relating to future
events. These forward-looking statements are subject to the
inherent uncertainties in predicting future results and conditions
and include statements regarding the consummation of the private
placement; the use of the net
proceeds therefrom; the filing of a registration statement by TC
BioPharm with the SEC covering the resale of the securities to
be issued in the private placement. These statements reflect our
current beliefs, and a number of important factors could cause
actual results to differ materially from those expressed in this
press release, such as market and other conditions. We undertake no
obligation to revise or update any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law. The reference to the website of TC
BioPharm has been provided as a convenience, and the information
contained on such website is not incorporated by reference into
this press release.
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SOURCE TC BioPharm