RE: £57 Oct 2020 22:44
New York and London, February 17, 2020 - Tiziana Life Sciences plc (NASDAQ: TLSA; AIM: TILS) (the "Company" or "Tiziana"), a U.S. and U.K. biotechnology company that focuses on the discovery and development of novel molecules to treat human disease in oncology and immunology, today announces the commencement of an underwritten public offering in the United States of American Depositary Shares ("ADSs"), representing ordinary shares of nominal value £0.03 each in the capital of the Company ("Ordinary Shares") on the NASDAQ Global Market. Each ADS represents five (5) Ordinary Shares. Tiziana expects to grant the underwriters a 45-day option to purchase additional ADSs offered in the public offering. There can be no assurance as to whether or when the Offering may be completed, or as to the actual size or terms of the Offering. The price for the Offering has not yet been determined.
All ADSs to be sold in the Offering will be offered by the Company. The number of Ordinary Shares represented by ADSs comprised in the Offering will be within existing shareholder authorities.
Tiziana intends to use the net proceeds from the proposed offering to advance the clinical development of Foralumab, and its other research and development programs, working capital and other general corporate purposes.
ThinkEquity ("ThinkEquity"), a division of Fordham Financial Management, Inc., is acting as the representative of the underwriters in the Offering.
The Offering is being made only by means of a prospectus supplement, which, for the avoidance of doubt, will not constitute a "prospectus" for the purposes of the Prospectus Regulation (as defined below) and has not been reviewed by any competent authority in any Member State (as defined below).
A shelf registration statement on Form F-3 (File No. 333-236013) relating to the ADSs to be issued in the proposed offering was previously filed with the Securities and Exchange Commission (SEC) and was declared effective on February 6, 2020. 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 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.
A preliminary prospectus supplement and accompanying prospectus describing the terms of the proposed offering will be filed with the SEC. The securities may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the securities being offered may be obtained from ThinkEquity, a division of Fordham Financial Management, Inc., 17 State Street, 22nd Floor, New York, New York 10004, by telephone at (877) 436-3673, or by email at prospectus@think-equity.com. Electronic copies of the prel