RAANANA, Israel, February 17, 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 institutional investors to receive gross
proceeds of $2.5 million.
In connection with the offering, the Company will issue
1,000,000 registered American Depository Shares (ADSs) at a
purchase price of $2.50 per ADS in a
registered direct offering. Additionally, for each ADS purchased by
investors, the investors will receive an unregistered warrant to
purchase one ADS. The warrants have an exercise price of
$4.10 per ADS, shall be exercisable
six months following the issuance date and will expire five and
one-half years from the issuance date. The closing of the offering
is expected to take place on or about February 23, 2017, subject to the satisfaction of
customary closing conditions.
Rodman & Renshaw, a unit of H.C.
Wainwright & Co., is acting as the exclusive placement
agent in connection with this offering.
The ADSs described above (but not the warrants or the ADSs
underlying the warrants) are being offered pursuant to a shelf
registration statement (File No. 333-194338) which became effective
on April 4, 2014. Such ADSs may be
offered only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
The 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.
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. The Company will file a prospectus
supplement with the SEC relating to such ADSs, and following such
filing, copies of the prospectus supplement and the accompanying
base prospectus relating to this offering may be obtained at the
SEC's website at http://www.sec.gov , or from H.C. Wainwright & Co. by e-mailing
placements@hcwco.com.
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.
646-277-1282
Stephanie.Carrington@icrinc.com
Media
James Heins
ICR, Inc.
203-682-8251
James.Heins@icrinc.com
SOURCE XTL Biopharmaceuticals Ltd