Tiziana Life Sci PLC

Demerger of StemPrintER

RNS Number : 3828D
Tiziana Life Sciences PLC
27 October 2020
 

Tiziana Life Sciences Plc

 

("Tiziana" or the "Company")

Update re Demerger

 

This announcement is not for distribution, directly or indirectly, in or into any jurisdiction where to do so would violate applicable laws. This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for, or otherwise invest in, securities in the United States, Australia, Canada or Japan. The securities referred to herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities referred to herein may not be offered or sold in the United States except pursuant to an exemption from or in a transaction not subject to the registration requirements of the Securities Act.

 

Tiziana Life Sciences plc (Nasdaq: TLSA / AIM: TILS) ("Tiziana" or the "Company"), a biotechnology company focused on innovative therapeutics for oncology, inflammation and infectious diseases, today announces that it is confirming the timetable for the Accustem Sciences Limited ("Accustem") demerger (the "Demerger") for holders of the Company's American Depositary Receipts ("ADRs").

 

The timetable for the Demerger and the record date for distribution of the Accustem ADRs to the holders of Tiziana ADRs is as follows:

 

Final Court Hearing to Approve Reduction of Capital

27 October 2020*

 

Tiziana ADR I&C Register closure

 

28 October 2020**

 

 

Reduction of Capital becomes effective

29 October 2020*

 

 

Completion of Demerger

30 October 2020*

 

 

Record date for holders of ADRs

 6 November 2020***

 

 

 

* These dates are the same for holders of Tiziana Shares and Tiziana ADRs

 

** From 5:00pm (EDT) on 28 October 2020, the portion of the Tiziana ADR register regarding the issuance and cancellation of ADRs held by JPMorgan as Depositary Bank for the ADR Program will be closed until this action is completed. This action will not suspend Nasdaq trading of the Tiziana ADSs. However, for technical reasons, the ADR Record Date can only be established at a later date.

 

***Due to complexities of the US securities laws and the rules of the Nasdaq Capital Market, the ex-entitlement  date for holders of the Tiziana ADRs (traded on Nasdaq) is dependent on the actual delivery date of the new Accustem ADRs (which will each represent 2 Accustem Shares to mirror the position of the Tiziana ADRs); this is different than the "ex date" of the Tiziana Shares for the purposes of the corporate actions timetable of the London Stock Exchange plc, but the difference has no economic impact on holders of the ADRs.

 

The Company will shortly proceed to file a registration statement for the new Accustem Shares with the SEC and create a new registered Accustem ADR program. The Accustem ADRs will be distributed to the holders of Tiziana ADRs as at the Record Date as and when the registration statements become effective. This is likely to be on or about the date upon which holders of Tiziana Shares receive their new Accustem Shares and it further likely to be on or about the date upon which the new Accustem Shares are admitted to trading on the main market of the London Stock Exchange plc (subject to appropriate regulatory review and approvals). The Company will endeavour to ensure dates coincide for these events in so far as is practicable and will publish additional updates to timelines in due course.

 

About Tiziana Life Sciences

Tiziana Life Sciences plc is a dual listed (NASDAQ: TLSA & UK AIMS: TILS) biotechnology company that focuses on the discovery and development of novel molecules to treat human diseases in oncology, inflammation and infectious diseases. In addition to milciclib, the Company will be shortly initiating phase 2 studies with orally administered foralumab for Crohn's Disease and nasally administered foralumab for progressive multiple sclerosis. Foralumab is the only fully human anti-CD3 monoclonal antibody (mAb) in clinical development in the world. This phase II compound has potential application in a wide range of autoimmune and inflammatory diseases, such as Crohn's Disease, multiple sclerosis, type-1 diabetes (T1D), inflammatory bowel disease (IBD), psoriasis and rheumatoid arthritis, where modulation of a T-cell response is desirable. The company is accelerating development of anti-Interleukin 6 receptor (IL6R) mAb, a fully human monoclonal antibody for treatment of IL6-induced inflammation, especially for treatment of COVID-19 patients.

 

For further enquiries:

United Kingdom Investors:

Tiziana Life Sciences plc

Hana Malik Investor Relations

 

+44 (0)20 7495 2379

Cairn Financial Advisers LLP (Nominated Adviser)

Liam Murray / Jo Turner

 

+44 (0)20 7213 0880

Optiva Securities Limited (Broker)

Robert Emmet

 

+ 44 (0)20 3981 4173

 

United States Investors:

 

Dave Gentry

RedChip Companies Inc.

 

Office 1 800 RED CHIP (733 2447)

Cell 407-491-4498 (USA)

[email protected]

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
FURFEMFIWESSEDS