RAANANA, Israel, March 7, 2017 /PRNewswire/ --
XTL Biopharmaceuticals Ltd. (NASDAQ:
XTLB) (TASE:XTLB.TA) ("XTL" or the
"Company"), a clinical-stage biopharmaceutical company
developing treatments for autoimmune diseases, today announced that
it has entered into definitive agreements with existing investors
to receive proceeds of $2.8 million
in a private placement offering.
In connection with the offering, the Company will issue
1,400,000 American Depository Shares (ADSs) at a purchase price of
$2.00 per ADS, one cent below yesterday's closing price.
Additionally, for each ADS purchased by investors, the
investors will receive an unregistered warrant to purchase one ADS.
The Company has agreed to hold a shareholder meeting to
increase its authorized ordinary shares to allow for the full
exercise of the warrants (the "Authorized Capital Increase"). The
warrants have a term of five and a half years, an exercise price of
$2.30 per ADS and shall be
exercisable on the later of the effectiveness of the Authorized
Share Increase or six months following the issuance. The
closing of the offering is expected to take place on or about
March 13, 2017, subject to the
satisfaction of customary closing conditions.
There was no placement agent in connection with this private
placement.
The ADSs and warrants described above were offered in a
private placement under Section 4(a)(2) of the Securities Act of
1933, as amended (the "Act"), and Regulation D promulgated
thereunder and, along with the ADSs issuable upon their exercise,
have not been registered under the Act, and may not be offered or
sold in the United States absent
registration with the SEC or an applicable exemption from such
registration requirements. The investors have entered into lockup
agreements.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of the securities described
herein. There shall not be any offer, solicitation of an offer to
buy, or sale of securities in any state or jurisdiction in which
such an offering, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About XTL Biopharmaceuticals Ltd.
XTL Biopharmaceuticals Ltd. is a clinical-stage biotech
company focused on the development of pharmaceutical products for
the treatment of autoimmune diseases. The Company's lead drug
candidate, hCDR1, is a world-class clinical asset for the treatment
of autoimmune diseases including systemic lupus erythematosus (SLE)
and Sjögren's Syndrome (SS). The few treatments currently on the
market for these diseases are not effective enough for most
patients and some have significant side effects. hCDR1 has robust
clinical data in three clinical trials with 400 patients and over
200 preclinical studies with data published in more than 40
peer reviewed scientific journals.
XTL is traded on the Nasdaq Capital Market (NASDAQ: XTLB)
and the Tel Aviv Stock Exchange (TASE: XTLB.TA). XTL shares are
included in the following indices: Tel-Aviv Biomed, Tel-Aviv
MidCap, and Tel-Aviv Tech Index.
Forward-Looking Statements
This press release may contain forward-looking statements, about
XTL's expectations, beliefs or intentions regarding, among other
things, its product development efforts, business, financial
condition, results of operations, strategies or prospects. In
addition, from time to time, XTL or its representatives have made
or may make forward-looking statements, orally or in writing.
Forward-looking statements can be identified by the use of
forward-looking words such as "believe," "expect," "intend,"
"plan," "may," "should" or "anticipate" or their negatives or other
variations of these words or other comparable words or by the fact
that these statements do not relate strictly to historical or
current matters. These forward-looking statements may be included
in, but are not limited to, various filings made by XTL with the
U.S. Securities and Exchange Commission, press releases or oral
statements made by or with the approval of one of XTL's authorized
executive officers. Forward-looking statements relate to
anticipated or expected events, activities, trends or results as of
the date they are made. Because forward-looking statements relate
to matters that have not yet occurred, these statements are
inherently subject to risks and uncertainties that could cause
XTL's actual results to differ materially from any future results
expressed or implied by the forward-looking statements. Many
factors could cause XTL's actual activities or results to differ
materially from the activities and results anticipated in such
forward-looking statements, including, but not limited to, the
factors summarized in XTL's filings with the SEC and in its
periodic filings with the TASE. In addition, XTL operates in an
industry sector where securities values are highly volatile and may
be influenced by economic and other factors beyond its control. XTL
does not undertake any obligation to publicly update these
forward-looking statements, whether as a result of new information,
future events or otherwise. Please see the risk factors associated
with an investment in our ADSs or ordinary shares which are
included in our Form 20-F filed with the U.S. Securities and
Exchange Commission on March 31,
2016.
For further information, please contact:
Investor Relations, XTL Biopharmaceuticals Ltd.
Tel: +972-9-955-7080
Email: ir@xtlbio.com
http://www.xtlbio.com
Stephanie Carrington
ICR, Inc.
+1-646-277-1282
Stephanie.Carrington@icrinc.com
Media
James Heins
ICR, Inc.
+1-203-682-8251
James.Heins@icrinc.com
SOURCE XTL Biopharmaceuticals Ltd