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Press Release

Bcl-3 pre-clinical update and Director's dealing

June 8, 2017 at 7:00 AM BST

Released : Jun 08, 2017

RNS Number : 5190H

Tiziana Life Sciences PLC

08 June 2017




Tiziana Life Sciences plc

("Tiziana" or "the Company")


Bcl-3 pre-clinical development programme update and Director's dealing


London, 8 June 2017 - Tiziana Life Sciences plc ("Tiziana", AIM: TILS), a clinical stage biotechnology company developing targeted drugs for cancer and autoimmune diseases, today announces that it will discontinue funding of its pre-clinical programme focused on the development of B-cell Lymphoma 3 ("Bcl-3") inhibitors as potential cancer therapeutics, which includes the potential candidate CB1 ("TZLS-101").


Following the Board of Directors' decision to undertake a portfolio review, the Company will discontinue funding of the Bcl-3 pre-clinical development programme to refocus efforts on other promising candidates in the Company's pipeline, which Tiziana believes have greater near-term potential to deliver value for shareholders.  The Company will retain all of the intellectual property relating to the Bcl-3 programme and will work with Drs Andrea Brancale, Richard Clarkson and Andrew Westwell in examining the potential to develop the programme further with grant funding, but the Company does not intend to commit further resources to development of Bcl-3.


Tiziana remains committed to developing new treatment options and improving the lives of patients with cancer and autoimmune diseases.


As a result of this decision Planwise Group Limited (the Company's majority shareholder and in which Gabriele Cerrone is beneficially interested) has exercised its rights under the subscription agreement dated 20 March 2014 to exercise an option to acquire a total of 7,475,082 ordinary shares from Dr Andrea Brancale, Dr Richard Clarkson and Dr Andrew Westwell for an aggregate consideration of £30,000.  In addition Dr Andrea Brancale, Dr Richard Clarkson and Dr Andrew Westwell have waived their entitlements to a total of 2,250,000 options with an exercise price of 15p per share.


As a result of the acquisition of shares the total holding of Planwise Group Limited (in which Gabriele Cerrone (a director of the Company) is interested) increases from 56,205,322 shares (59.54%) to 63,680,404 shares, equivalent to 66.20% of the issued share capital.


The Company's issued share capital comprises 96,182,925 ordinary shares of 3p each. The Company has outstanding convertible loan notes in the principal amount of £13,119,219 convertible into new ordinary shares at conversion prices ranging from 24p to £1.50.


As a result of the surrender of options, the Company has outstanding granted options over a total of 10,229,403 ordinary shares of which 2,367,500 are vested at exercise prices between 15p and £2.00 per share and 7,861,903 remain subject to vesting conditions (at potential exercise prices ranging from 15p to £1.925 per share).  In addition warrants to subscribe for a total of 4,239,403 ordinary shares at exercise prices between 50p and £2.50 are outstanding.


Therefore the fully diluted share capital of the Company is 132,765,522 ordinary shares (assuming all convertible loan notes, options and warrants, vested and unvested, exercised and exercisable, were converted).




Tiziana Life Sciences plc

Gabriele Cerrone, Chairman and founder


+44 (0)20 7493 2853

Cairn Financial Advisers LLP (Nominated adviser)

Liam Murray / Jo Turner


+44 (0)20 7213 0880

Beaufort Securities Limited (Broker)

Saif Janjua


+44 (0)20 7382 8300

FTI Consulting

Simon Conway / Natalie Garland-Collins

+44 (0)20 3727 1000



About Tiziana Life Sciences


Tiziana Life Sciences plc is a UK biotechnology company that focuses on the discovery and development of novel molecules that treat human disease in oncology and immunology. The Company is focused on its lead compound milciclib. The Company is also in clinical development of foralumab. Foralumab is the only fully human engineered anti-human CD3 antibody in clinical development. This phase II compound has potential application in a wide range of autoimmune and inflammatory diseases, such as nonalcoholic steatohepatitis (NASH), primary biliary cholangitis (PBS), ulcerative colitis, multiple sclerosis, type-1 diabetes (T1D), inflammatory bowel disease (IBD), psoriasis and rheumatoid arthritis, where modulation of a T-cell response is desirable.


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