Tiziana Life Sciences #TILS – Block Listing Application and “At The Market” Sales Agreement

London / New York 15 April 2020 – Tiziana Life Sciences plc (Nasdaq: TLSA / AIM: TILS) (the “Company” or “Tiziana”), the U.S. and U.K. biotechnology company that focuses on the discovery and development of novel molecules to treat human disease in oncology and immunology, today announces that that it has entered into an “At the Market” or “ATM” Sales Agreement with Think Equity (a division of Fordham Financial Management, Inc.) to raise up to US$20m from the sale of ADSs (each representing 5 new ordinary shares).

Think Equity, acting as sales agent, may effect sales for the benefit of the Company should the Company elect to initiate a transaction or transactions, dependent on market conditions and such other terms as the Company may specify. It is possible, and indeed likely, that multiple transactions could be effected under the ATM Sales Agreement over time. The ATM Sales Agreement is not a formal placing and any potential sales of new ordinary shares are not underwritten by the sales agent.

Accordingly an application has been made to AIM for a block admission in respect of 38,631,579 new ordinary shares of 3 pence each in the share capital of the Company which will rank pari passu with the existing ordinary shares in issue. It is expected that the block admission will become effective on 20 April 2020.

These new ordinary shares will be issued and allotted from time to time to settle any sales of ADSs conducted under the ATM Sales Agreement.

Following admission, the Company’s issued share capital remains unchanged at 153,741,181 . The Company will make six-monthly announcements of the utilisation of the Block Admission, in line with its obligations under AIM Rule 29 and monthly announcements as to any changes to total voting rights.

London / New York 15 April 2020 – Tiziana Life Sciences plc (Nasdaq: TLSA / AIM: TILS) (the “Company” or “Tiziana”), a US and UK biotechnology company that focuses on the discovery and development of novel molecules to treat human disease in oncology and immunology, today announces that it has issued 420,000 new Ordinary Shares of 3 pence each in the capital of the Company (“Ordinary Shares”) in connection with the exercise of options by a former director granted under the Company’s 2014 share option scheme. Details of the options are set out below and the notice of exercise was received on 12 April 2020:

Application has been made for the 420,000 new Ordinary Shares to be admitted to trading on AIM (“Admission”), and dealings are expected to commence on 20 April 2020. The new Ordinary Shares will rank pari passu with the Company’s existing Ordinary Shares.

Total Voting Rights

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 Ordinary Shares to be issued in the Offering (excluding any to be issued pursuant to the Option), the total number of Ordinary Shares in issue is 153,741,181.  There are no Ordinary Shares held in treasury.  Each Ordinary Share entitles the holder to a single vote at general meetings of the Company.

The figure of 153,741,181 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 Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

About Tiziana Life Sciences plc

Tiziana Life Sciences is a UK biotechnology company that focuses on the discovery and development of novel molecules to treat human disease in oncology and immunology. We believe Foralumab is the only fully human anti-CD3 mAb in clinical development in the world. This compound has potential application in a wide range of autoimmune and inflammatory diseases, such as NASH, primary biliary cholangitis (PBS), ulcerative colitis, MS, 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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