Cellectis Announces the execution of the Subsequent Investment Agreement with AstraZeneca
15 Novembre 2023 - 8:30AM
Cellectis (Euronext Growth: ALCLS – NASDAQ: CLLS) today
anounced that, following the consultation of its works council, it
has now signed a binding Subsequent Investment Agreement with
AstraZeneca (LSE/STO/Nasdaq: AZN) regarding the contemplated
additional equity investment of $140M by AstraZeneca, which was
previously announced on November 1, 2023. The additional investment
will be made by way of subscription of 10,000,000 “class A”
convertible preferred shares and 18,000,000 “class B” convertible
preferred shares, in each case at a price of $5.00 per share (the
“Additional Investment”).
The closing of the Additional Investment remains
subject to (i) the approval of the extraordinary general meeting of
the shareholders of Cellectis to be called in the coming days and
expected to be held on or around December 22, 2023, (ii) clearance
of such investment from the French Ministry of Economy according to
the foreign direct investment French regulations, and
(iii) other customary closing conditions. Immediately
following the Additional Investment, it is anticipated that
AstraZeneca would own approximately 44% of the share
capital of the Company and 30% of the voting rights of the Company
(based on the number of voting rights currently outstanding).
In the absence of a public offering, no
prospectus will be established in France or outside of France in
connection with the Additional Investment.
About CellectisCellectis is a
clinical-stage biotechnology company using its pioneering
gene-editing platform to develop life-saving cell and gene
therapies. Cellectis utilizes an allogeneic approach for CAR-T
immunotherapies in oncology, pioneering the concept of
off-the-shelf and ready-to-use gene-edited CAR T-cells to treat
cancer patients, and a platform to make therapeutic gene editing in
hemopoietic stem cells for various diseases. As a clinical-stage
biopharmaceutical company with over 23 years of experience and
expertise in gene editing, Cellectis is developing life-changing
product candidates utilizing TALEN®, its gene editing technology,
and PulseAgile, its pioneering electroporation system to harness
the power of the immune system in order to treat diseases with
unmet medical needs. Cellectis’ headquarters are in Paris, France,
with locations in New York, New York and Raleigh, North Carolina.
Cellectis is listed on the Nasdaq Global Market (ticker: CLLS) and
on Euronext Growth (ticker: ALCLS).
Cautionary Statement This press
release contains certain “forward-looking” statements within the
meaning of applicable securities laws, including the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by words such as “contemplated”,
“expected”, “remains subject to”, and similar expressions. These
forward-looking statements are made in light of information
currently available to us and based on assumptions that Cellectis
considers to be reasonable. However, they are subject to numerous
risks and uncertainties, including the risk that conditions to
closing, including necessary shareholders’ and/or regulatory
approvals, are not satisfied. Furthermore, many other important
risks factors and uncertainties, including those described in our
Annual Report on Form 20-F filed with the U.S. Securities and
Exchange Commission (the SEC) on March 14, 2023 (as amended on
October 31, 2023), under “Risk Factors” (copies of which are
available on www.cellectis.com), may adversely affect such
forward-looking statements and cause our actual results,
performance or achievements to be materially different from those
expressed or implied by the forward-looking statements. Except as
required by law, we assume no obligation to update these
forward-looking statements publicly, or to update the reasons why
actual results could differ materially from those anticipated in
the forward-looking statements, even if new information becomes
available in the future.
For further information on Cellectis, please
contact:
Media contact: Patricia Sosa
Navarro, Chief of Staff to the CEO, +33 (0)7 76 77 46 93,
media@cellectis.com
Investor Relations contacts:
Arthur Stril, Chief Business Officer, +1 (347) 809 5980,
investors@cellectis.comAshley R. Robinson, LifeSci Advisors, +1 617
430 7577
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