BERKELEY, Calif., and VANCOUVER, British Columbia, October 24, 2019 — 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, today announced that the shareholders approved all matters addressed at the special meeting (the “Meeting“) of the holders of common shares (the “Common Shares“) in the capital of BriaCell held on October 22, 2019.
At the Meeting, shareholders approved an ordinary resolution without variation providing the board of directors of the Company (the “Board“) discretion to consolidate the Company’s issued and outstanding Common Shares at a consolidation ratio of up to three-hundred (300) pre-consolidation Common Shares for one (1) post-consolidation Common Share (the “Consolidation“) or such lower ratio as the Board may determine (the “Consolidation Resolution“). The Consolidation Resolution provides that the Board is authorized, in its sole discretion, without further approval by the shareholders, to select the final consolidation ratio and proceed with the Consolidation at any time in twelve months following the date of the Meeting – should the Board determine that such Consolidation is in the best interest of the Company and its shareholders. The Consolidation Resolution also provides that the Board is authorized to determine not to proceed with the proposed Consolidation without further approval of the shareholders of the Company and that the Board is authorized to revoke the Consolidation Resolution in its sole discretion without further approval of the shareholders of the Company at any time prior to implementation of the Consolidation.
The shareholders also approved a special resolution without variation to authorize and approve the filing of Articles of Amendment to delete the entirety of the existing Part 9 of the Company’s Articles and adopting in its place a new Part 9, as more particularly described in the Company’s amended management information circular dated September 23, 2019 and filed to SEDAR on October 8, 2019 (the “Management Information Circular”). A copy of the Management Information Circular is available under the Company’s profile on SEDAR (www.sedar.com).
“It’s important to note the Board now has discretion, and has not committed, to enact a consolidation – and will pursue a course of action only if the Board determines that such course is in the best interest of the Company’s shareholders,” remarked Bondarenko, Director and Chairman of the Board. “We’re intently focused on accelerating development of our immuno-oncology assets while creating shareholder value. BriaCell’s Board and management, as disclosed on SEDI.ca, owns ~33.6% of BriaCell’s outstanding common shares.”
BriaCell is an immuno-oncology focused biotechnology company developing targeted and safe approaches for the management of cancer.
BriaCell is conducting a Phase I/IIa clinical trial of Bria-IMT™, BriaCell’s lead candidate, in a Combination Study with immune checkpoint inhibitors such as the Incyte drugs INCMGA00012 (an anti-PD-1 antibody similar to pembrolizumab KEYTRUDA®; manufactured by Merck & Co., Inc. (NYSE: MRK)) and epacadostat, an orally bioavailable small-molecule inhibitor of indoleamine 2,3-dioxygenase 1 (IDO1). The combination study is listed in ClinicalTrials.gov as NCT03328026.
BriaCell currently has a non-exclusive clinical trial collaboration with Incyte Corporation to evaluate the effects of combinations of novel clinical candidates. Under the agreement, Incyte and BriaCell will be evaluating novel combinations of compounds from Incyte’s development portfolio with BriaCell’s drug candidates in advanced breast cancer patients.
BriaCell is also 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: https://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.
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BriaCell Therapeutics Corp.:
Manager, Corporate Development