Berkeley, CA and Vancouver, BC – October 13, 2017 – BriaCell Therapeutics Corp. (“BriaCell” or the “Company“) (TSXV: BCT) (OTCQB: BCTXF) announced today that it is introducing a warrant exercise incentive program (the “Incentive Program“) designed to encourage the early exercise of up to approximately 26 million outstanding common share purchase warrants (the “Warrants “).
There are four series of Warrants eligible for the Incentive Program, as set out in the following
table:
| Issue Date | Expiry Date | Net Remaining Warrants Outstanding |
Exercise Price ($) |
Proposed Incentive Program Exercise Price |
|---|---|---|---|---|
| November 27, 2014 | November 27, 2017 | 12,357,097 | 0.25 | 0.14 |
| May 3, 2016 | May 3, 2019 | 1,562,500 | 0.35 | 0.14 |
| August 19, 2016 | August 19, 2019 | 8,500,000 | 0.35 | 0.14 |
| February 27, 2017 | April 26, 2021 | 3,421,053 | 0.30 | 0.14 |
Under the terms of the Incentive Program, the Company is offering the following inducements: (i) a temporary reduction in the respective exercise prices of the Warrants to $0.14, consistent with the current trading value of BriaCell’s shares, for each Warrant that is exercised on or before November 30, 2017 (the “Early Exercise Period“); and (ii) for each Warrant exercised during the Early Exercise Period, the holder will receive, at no additional cost, one-half of one newly issued common share purchase warrant (each an “Incentive Warrant“), with each whole Incentive Warrant exercisable into one common share for a period of 24 months from the issue date at an exercise price of $0.20.
The gross proceeds to the Company, if all of the Warrants are exercised, would be approximate ly $3.75 million. To-date, the Company has received indications from holders of approximately 5.35 million Warrants that they intend to participate in the Incentive Program, and on that basis, the gross proceeds to the Company would be a minimum of approximately $750,000. However, there is no assurance that all or any of the Warrants will be exercised.
The terms and conditions of the Incentive Program, including the method of exercising the Warrants, will be set forth in a letter to be delivered shortly to the registered holders of the Warrants.
Any Warrants that are not exercised prior to the expiry of the Early Exercise Period will remain outstanding in accordance with their original terms, and in particular, will no longer be eligible for the reduced exercise price or issuance of Incentive Warrants.
A small number of Warrants, representing less than 10% of the total number of Warrants eligible for participation in the Incentive Program, are held by insiders of the Company. Participation by any such insiders in the Incentive Program may constitute a related party transaction pursuant to Multilateral Instrument 61-101 – Special Transactions (“MI 61-101”). The Company is exempt from the formal valuation requirement pursuant to subsections 5.5(a) and (b) of MI 61-101, and from the minority approval requirement pursuant to subsection 5.7(1)(a) of MI 61-101.
The Incentive Program is subject to the receipt of applicable regulatory approvals, including the approval of the TSX Venture Exchange.
ABOUT BRIACELL
BriaCell is an immuno-oncology focused biotechnology company developing a targeted and safe approach to the management of cancer. BriaCell’s mission is to serve late-stage cancer patients with no available treatment options. Immunotherapy has come to the forefront of the fight against cancer, harnessing the body’s own immune system in recognizing and selectively destroying the cancer cells while sparing normal ones. Immunotherapy, in addition to generally being more targeted and less toxic than commonly used types of chemotherapy, is also thought to be a strong type of approach aimed at preventing cancer recurrence.
BriaVax™, the Company’s lead product candidate, is a whole-cell breast cancer vaccine genetically engineered to release granulocyte macrophage colony-stimulating factor (GM-CSF), a substance that activates the immune system by allowing the body to recognize and eliminate cancerous cells by inducing tumor-directed T cell and potentially antibody responses.
The results of two previous Phase I clinical trials (one with the precursor cell line not genetica lly engineered to produce GMCSF and one with BriaVax™) have been encouraging in patients with advanced breast cancer. Most notably, one patient with metastatic breast cancer responded to BriaVax™ with substantial reduction in tumor burden including lung and brain metastases. The company is currently conducting a Phase I/IIa clinical trial for BriaVax™ in patients with
advanced breast cancer whose disease has progressed following at least one prior treatment course. This trial is listed in ClinicalTrials.gov as NCT03066947. The trial is being conducted along with the co-development of BriaDx™, our companion diagnostic test. The interim data for the first 10 patients is expected by the first quarter of 2018.
For additional information on BriaCell, please visit our website: https://briacell.com.
CONTACT INFORMATION
For further information contact:
BriaCell Therapeutics Corp.
Farrah Dean
Manager, Corporate Development
Email: [email protected]
Phone: 1-888-485-6340
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.
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.
The securities offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States 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.