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Press Release

Placing and Issue of Equity

December 15, 2017 at 7:00 AM GMT

Tiziana Life Sciences plc

("Tiziana" or the "Company")


Placing to raise £200,000 and issue of equity


London, December 15, 2017 - Tiziana Life Sciences plc (AIM: TILS), a clinical stage biotechnology company developing targeted drugs for cancer and autoimmune diseases, today announces that it has raised £200,000 through the issue of 133,333 new ordinary shares ("Placing Shares") at a price of 150p per share (the "Placing"). Each Placing Share has a warrant attached entitling the holder to subscribe for one new ordinary share at an exercise price of 160p per share, exercisable until 15 December 2022. Fees in connection with the Placing are to besatisfied through the issue of an additional 31,667 warrants on the same terms.


The funds will be used to support the completion of the current clinical trial for its lead compound Milciclib (an update on which was announced on 8 December 2017), and on development costs for Foralumab, the anti-CD3 antibody.


In addition, it has come to the Company's attention that an error was made in calculating shares due to former holders of convertible loan notes, which resulted in a total of 810,201 shares not being issued to a small number of former note holders in the conversion announced on 16 August 2017 ("Outstanding Loan Note Shares").


Application has been made to the London Stock Exchange plc to admit the Placing Shares and Outstanding Loan Note Shares to trading on AIM with admission expected to occur on 20 December 2017.  These shares will rank pari passu with the existing ordinary shares of nominal value 3p each in the capital of the Company (the "Ordinary Shares"). Following the issue of the Placing Shares and Outstanding Loan Note Shares, the enlarged issued share capital of the Company will comprise 125,054,805 Ordinary Shares.


The Company has granted options over a total of 10,717,403 Ordinary Shares of which 5,085,833 are vested at exercise prices between 15p and £1.25p per share and 5,631,570 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 4,687,912 Ordinary Shares at exercise prices between 50p and £2.50 are outstanding, including the new warrants granted in the Placing.


Therefore the fully diluted issued share capital of the Company is 140,460,120 Ordinary Shares (assuming all options and warrants, vested and unvested, exercised and exercisable, were converted).


In conformity with DTR 5.6.1, the Company notifies that as at the date of this announcement, it has a single class of shares in issue being Ordinary Shares and that following the issue of the Placing Shares, the total number of Ordinary Shares in issue will be 125,054,805.  There are no Ordinary Shares held in Treasury.  Each Ordinary Share entitles the holder to a single vote at general meetings of the Company.


This figure of 125,054,805 Ordinary Shares may be used by shareholders (and others with notification obligations) as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.


This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.




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)

Elliot Hance


+44 (0)20 7382 8300

FTI Consulting

Simon Conway / Natalie Garland-Collins

+44 (0)20 3727 1000


About Tiziana


Tiziana 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 human anti-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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