$30 Million Upfront With Up to an Additional
$36 Million of Aggregate Gross Proceeds Upon the Exercise in Full
of Clinical Milestone-linked Common Warrants
Lineage Cell Therapeutics, Inc. (NYSE American and TASE: LCTX),
a clinical-stage biotechnology company developing allogeneic cell
therapies for unmet medical needs, today announced that it entered
into definitive agreements with certain healthcare focused
institutional investors and with Broadwood Partners, L.P.
(“Broadwood”), an affiliate of Neal Bradsher, a member of Lineage’s
board of directors, for the purchase and sale of up to an aggregate
of 39,473,688 of Lineage’s common shares and accompanying warrants
(the “common warrants”) to purchase an aggregate of up to
39,473,688 of Lineage’s common shares at a combined purchase price
of $0.76 per common share and accompanying common warrant, in a
registered direct offering. Each common warrant will be exercisable
for one common share at an exercise price of $0.91 per common share
and will be exercisable commencing six months following their date
of issuance and will expire on the earlier of (a) the three-year
anniversary of the initial exercise date, and (b) the 90th day
following the date of the public disclosure of the intent to
advance OpRegen® (also known as RG6501) into a multi-center phase 2
or 3 clinical trial which includes a control or comparator arm, or
if the date of such public disclosure occurs prior to the initial
exercise date of the common warrants, the 90th day following the
initial exercise date. However, the common warrants that may be
issued to Broadwood will not be exercisable until the later of (i)
their date of issuance, which will be the date shareholder approval
is obtained, and (ii) the six-month anniversary of the date of
issuance of the common warrants to the unaffiliated institutional
investors in the offering.
H.C. Wainwright & Co. is serving as the exclusive placement
agent for the offering.
The offering of the securities to the unaffiliated institutional
investors is expected to close on or about November 21, 2024,
subject to the satisfaction of customary closing conditions. The
offering of the securities to Broadwood is expected to close upon
obtaining shareholder approval to satisfy applicable NYSE American
rules and to the satisfaction of customary closing conditions.
Lineage expects to receive $24 million in aggregate gross
proceeds from the offering with respect to the investments by the
unaffiliated institutional investors, and approximately $6 million
in aggregate gross proceeds from the offering with respect to the
investment by Broadwood, in each case, before deducting the
placement agent’s fees and other offering expenses payable by
Lineage. The potential additional gross proceeds to Lineage from
the common warrants, if fully exercised on a cash basis, will be
approximately $36 million. No assurance can be given that Lineage
will obtain the shareholder approval required to satisfy applicable
NYSE American rules in order to sell the securities in the offering
to Broadwood or that any of the common warrants will be exercised.
Lineage currently plans to use the net proceeds from the offering
for working capital and general corporate purposes, including
research and development expenses and capital expenditures.
The securities described above are being offered and sold by
Lineage in a registered direct offering pursuant to a “shelf”
registration statement on Form S-3 (File No. 333-277758) filed with
the Securities and Exchange Commission (the “SEC”) on March 7,
2024, and which was declared effective by the SEC on May 14, 2024.
The offering of the securities in the registered direct offering is
being made only by means of a base prospectus and a prospectus
supplement that forms a part of the effective registration
statement. A final prospectus supplement and the accompanying base
prospectus relating to the offering will be filed with the SEC and
will be available on the SEC’s website at www.sec.gov. Electronic
copies of the final prospectus supplement and the accompanying base
prospectus may also be obtained, when available, from H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York,
NY 10022, by phone at (212) 856-5711 or e-mail at
placements@hcwco.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other
jurisdiction.
About Lineage Cell Therapeutics, Inc.
Lineage Cell Therapeutics is a clinical-stage biotechnology
company developing novel, “off-the-shelf,” cell therapies to
address unmet medical needs. Lineage’s programs are based on its
proprietary cell-based technology platform and associated
development and manufacturing capabilities. From this platform,
Lineage designs, develops, manufactures, and tests specialized
human cells with anatomical and physiological functions similar or
identical to cells found naturally in the human body. These cells
are created by applying directed differentiation protocols to
established, well-characterized, and self-renewing pluripotent cell
lines. These protocols generate cells with characteristics
associated with specific and desired developmental lineages. Cells
derived from such lineages are transplanted into patients in an
effort to replace or support cells that are absent or dysfunctional
due to degenerative disease, aging, or traumatic injury, and to
restore or augment the patient’s functional activity. Lineage’s
neuroscience focused pipeline currently includes: (i) OpRegen, a
retinal pigment epithelial cell therapy in Phase 2a development
under a worldwide collaboration with Roche and Genentech, a member
of the Roche Group, for the treatment of geographic atrophy
secondary to age-related macular degeneration; (ii) OPC1, an
oligodendrocyte progenitor cell therapy in Phase 1/2a development
for the treatment of spinal cord injuries; (iii) ReSonance (ANP1),
an auditory neuronal progenitor cell therapy for the potential
treatment of auditory neuropathy; (iv) PNC1, a photoreceptor neural
cell therapy for the potential treatment of vision loss due to
photoreceptor dysfunction or damage; and (v) RND1, a novel
hypoimmune induced pluripotent stem cell line being developed in
collaboration with Factor Bioscience Limited. For more information,
please visit www.lineagecell.com or follow the company on X/Twitter
@LineageCell.
Forward-Looking Statements
Lineage cautions you that all statements, other than statements
of historical fact, in this press release, are forward-looking
statements. Forward-looking statements, in some cases, can be
identified by terms such as “believe,” “aim,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “design,” “intend,” “expect,”
“could,” “can,” “plan,” “potential,” “predict,” “seek,” “should,”
“would,” “contemplate,” “project,” “target,” “tend to,” or the
negative version of these words and similar expressions. Lineage’s
forward-looking statements are based upon its current expectations
and beliefs and involve assumptions that may never materialize or
may prove to be incorrect. Such statements include, but are not
limited to, statements relating to the closing of the offering, the
satisfaction of customary closing conditions related to the
offering and the timing thereof, the use of proceeds therefrom, the
exercise of the common warrants in cash prior to their expiration
and the exercise of the common warrants upon the achievements of
such milestone events or otherwise prior to their expiration.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause actual results,
performance or achievements to be materially different from the
results, performance or achievements expressed or implied by the
forward-looking statements, including, but not limited to, the
risks that the offering may not close due to the failure to satisfy
the applicable closing conditions, including, with respect to the
offering of securities to Broadwood, obtaining shareholder approval
to satisfy applicable NYSE American rules, and that the common
warrants may not be exercised or, if exercised, the exercise price
may not be paid in cash, and those risks and uncertainties inherent
in Lineage’s business and other risks discussed in Lineage’s
filings with the SEC. Further information regarding these and other
risks is included under the heading “Risk Factors” in Lineage’s
periodic reports with the SEC, including Lineage’s most recent
Annual Report on Form 10-K filed with the SEC and its other
subsequent reports, which are available from the SEC’s website. You
are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date on which they were
made. Lineage undertakes no obligation to update such statements to
reflect events that occur or circumstances that exist after the
date on which they were made, except as required by law. All
forward-looking statements are expressly qualified in their
entirety by these cautionary statements.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20241120968754/en/
Lineage Cell Therapeutics, Inc. IR Ioana C. Hone
(ir@lineagecell.com) (442) 287-8963
Russo Partners – Media Relations Nic Johnson or David
Schull (Nic.johnson@russopartnersllc.com)
(David.schull@russopartnersllc.com) (212) 845-4242
Grafico Azioni Lineage Cell Therapeutics (AMEX:LCTX)
Storico
Da Gen 2025 a Feb 2025
Grafico Azioni Lineage Cell Therapeutics (AMEX:LCTX)
Storico
Da Feb 2024 a Feb 2025
