SOURCE: Tiziana Life Sciences PLC

January 13, 2016 02:00 ET

Tiziana Life Sciences PLC ("Tiziana" or the "Company") Fund Raising

LONDON, UNITED KINGDOM--(Marketwired - Jan 13, 2016) - Tiziana Life Sciences plc (AIM: TILS) (the "Company"), the clinical stage biotechnology company focused on targeted drugs to treat diseases in oncology and immunology, is pleased to announce that it has raised £709,406 (US$1,021,523) through the issue of 472,938 unsecured convertible loan notes ("CLNs") to certain existing investors ("Noteholders").

Funds raised by the issue of the CLNs will be used to fund the development of the Company's clinical stage assets milciclib and foralumab, to meet the Company's ongoing liabilities in respect of licence agreements, and for general working capital purposes.

Funds have been raised on the same terms as the fundraise announced on 8th December 2015.

The CLNs are redeemable by the Noteholders at any time after 31 December 2016 and will be redeemed, at the election of the Company, in cash or by conversion into new ordinary shares in the Company at a conversion price of £1.50 per share. Interest shall accrue quarterly on the CLNs at a rate of six per cent. per annum. The CLNs contain anti-dilution provisions which adjust the conversion price that the CLNs convert into ordinary shares in the event of a fund raising by the Company at a price below £1.50 within 18 months of the date of issue of the CLNs.

By way of an arrangement fee for the Noteholders agreeing to subscribe for the CLNs, the Company has granted to the Noteholders warrants to subscribe for up to 189,176 new ordinary shares in the Company ("CLN Warrants") at an exercise price of £2.50 per share. The CLN warrants shall be exercisable during the period from and including 31 December 2016 to 31 December 2020.

About Tiziana Life Sciences

Tiziana Life Sciences plc is a UK biotechnology company that focuses on the discovery and development of novel molecules that treat human disease in oncology and immunology.

The Company is focused on its lead compound, milciclib, a molecule which blocks the action of specific enzymes called cyclin-dependent kinases (CDK) involved in cell division as well as a number of other protein kinases. Milciclib is currently in phase II clinical trials for thymic carcinoma in patients previously treated with chemotherapy.

The Company is also in clinical development of foralumab. Foralumab is the only fully human engineered anti-human CD3 antibody in clinical development. This phase II compound has potential application in a wide range of autoimmune and inflammatory diseases, such as ulcerative colitis, multiple sclerosis, type-1 diabetes (T1D), inflammatory bowel disease (IBD), psoriasis and rheumatoid arthritis, where modulation of a T-cell response is desirable.

Tiziana Life Sciences' clinical development teams are working on its Bcl-3 candidate; which has a prominent role in the metastasis of mammary cancers, and has elucidated the mechanism of Bcl-3 action to be a regulator of cancer cell motility and has also determined that Bcl-3 inhibition suppresses cell motility in triple-negative, HER-2-positive PR- and ER-positive breast cancer sub-types, suggesting that Bcl-3 may be a master regulator of this metastatic property not only in aggressive breast cancers, but across the clinical spectrum of breast disease. The Company is preparing the IND package with the intention of progressing to clinical trials this year.

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Forward-Looking Statements

Certain statements in this press release are forward-looking. These statements may be identified by the use of forward-looking words such as "anticipate," "planned," "believe," "forecast," "estimated," "expected," and "intend," among others. These forward-looking statements are based on Tiziana's current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, substantial competition; our need for additional financing; uncertainties of patent protection and litigation; uncertainties of government or third party payer reimbursement; limited sales and marketing efforts and dependence upon third parties; and risks related to failure to obtain FDA clearances or approvals and noncompliance with FDA regulations. As with any pharmaceutical under development, there are significant risks in the development, regulatory approval and commercialization of new products. There are no guarantees that future clinical trials discussed in this press release will be completed or successful or that any product will receive regulatory approval for any indication or prove to be commercially successful. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Forward-looking statements included herein are made as of the date hereof, and Tiziana does not undertake any obligation to update publicly such statements to reflect subsequent events or circumstances

All registered trademarks are owned by Tiziana Life Sciences.


Tiziana Life Sciences PLC
Gabriele Cerrone, Chairman and Founder
  +44 (0)20 7493 2853
Cairn Financial Advisers LLP
Nominated Adviser
Liam Murray / Avi Robinson
  +44 (0)20 7148 7900
Beaufort Securities Limited
Saif Janjua
  +44 (0)20 7382 8300
FTI Consulting Limited
Simon Conway / Rob Winder / Natalie Garland-Collins
  +44 (0)20 3727 1000

Source: Tiziana Life Sciences

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