07:44:40 EDT Thu 16 May 2024
Enter Symbol
or Name
USA
CA



Briacell Therapeutics Corp (2)
Symbol BCT
Shares Issued 15,981,726
Close 2023-08-17 C$ 9.75
Market Cap C$ 155,821,829
Recent Sedar Documents

Briacell Therapeutics shareholders approve spinout

2023-08-18 12:32 ET - News Release

Dr. William Williams reports

BRIACELL THERAPEUTICS CORP. ANNOUNCES VOTING RESULTS FROM SPECIAL MEETING

At a special meeting held today, shareholders of Briacell Therapeutics Corp. approved a special resolution approving the previously announced plan of arrangement, pursuant to which certain pipeline assets of the company, including Bria-TILsRx and protein kinase C delta (PKCdelta) inhibitors for multiple indications including cancer (the SpinCo assets), will be spun out to BriaPro Therapeutics Corp. (SpinCo), resulting in a two-third-owned subsidiary of the company upon closing of the arrangement, with the remaining one-third held by BriaCell shareholders. In addition, BriaCell shareholders also approved the adoption of a rolling 15-per-cent stock option plan of SpinCo and the grant of certain stock options granted by BriaCell in August, 2022, all as further described in the proxy statement of the company dated July 24, 2023. A total of 43.11 per cent of the issued and outstanding common shares of the company were represented either in person or by proxy at the meeting. Closing of the arrangement remains subject to a number of conditions, including final court approval scheduled for Aug. 25, 2023, and regulatory approvals. The arrangement is expected to close on or around Aug. 31, 2023.

On a vote by ballot, the resolutions were approved, with common shares represented at the meeting voting as shown in the attached table.

The percentages in the table are percentages of the votes cast at the meeting.

Pursuant to the terms of the arrangement, SpinCo will acquire the entire right and interest in and to the SpinCo assets in consideration for the issuance by SpinCo to the company of SpinCo common shares. Under the terms of the arrangement, for each BriaCell share held immediately prior to closing, BriaCell shareholders will receive one common share of SpinCo and one new common share of BriaCell (retiring their old shares) having the same terms and characteristics as the existing BriaCell common shares. Aug. 31, 2023, is the expected record date for the distribution contemplated by the arrangement. Following the closing of the arrangement, the company will remain listed on the Nasdaq Stock Market and Toronto Stock Exchange and SpinCo will become an unlisted reporting issuer in Canada.

BriaCell will be seeking final court approval in respect of the arrangement on Aug. 25, 2023, at 9:45 a.m., before the Supreme Court of British Columbia located at the Courthouse, at 800 Smithe St., Vancouver, B.C. Certain interested parties are entitled to appear at the hearing and make submissions. To appear at the hearing and make submissions, the requirements set out in BriaCell's proxy statement, which is available under the company's profile on SEDAR and with the U.S. Securities and Exchange Commission on EDGAR, must be followed. Please refer to the proxy statement in its entirety for further information.

About BriaCell Therapeutics Corp.

BriaCell is a clinical-stage biotechnology company that develops novel immunotherapies to transform cancer care.

We seek Safe Harbor.

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