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Monday, June 19, 2017 9:30:45 AM
TEL AVIV, ISRAEL / ACCESSWIRE / June 19, 2017 / Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) ("Elbit" or the "Company") announced today, in further to its announcement dated March 8, 2017, that it was informed by Gamida Cell Ltd. ("Gamida"), an indirect associate of the Company, (24.7% and 21.8% on a fully diluted basis) regarding the following:
Gamida has signed a $40million private financing investment agreement ("the Investment").
The Investment was led by Shavit Capital Fund joined by Novartis and additional investors, including VMS Investment Group, Israel Biotech Fund, IHCV and Clal Biotechnology Industries.
According to the Investment, the investors shall invest an amount of $40million for the allotment of preferred shares (the "Allocated Shares"), based on $120million pre-money valuation.
In addition, the investors shall receive options to preferred shares in the amount of 60% of the Allocated Shares. The exercise price of the options shall be 120% of the shares price on the Investment closing date. The options will expire 5 years after the Investment closing.
The Allocated Shares granting to the investors, Inter alia, anti-dilution and valuation protections and distribution preference in some circumstances as determined in the Investment documents and the right to appoint additional director in Gamida's board of directors. Part of the investors receive the right to appoint an observer in Gamida's board of directors.
The Company's subsidiary, Elbit Medical Technologies Ltd. (TASE:EMTC-M) (89.7% and 86.1% on a fully diluted basis), ("Elbit Medical") shall not take part in the Investment. Upon the Investment closing, Elbit Medical will hold approximately 17.9% of the share capital in Gamida (13.7% on a fully diluted basis).
The Investment requires few customary condition precedents. As of the date herein, there is no certainty that the Investment will be completed and that the investors will exercise their options.
Gamida informed the Company that the Investment proceeds will be used to complete Nicord's Phase 3 clinical trial and to prepare for product commercialization by expanding its in-house manufacturing capacity, expanding Gamida's presence in the US, as well as continuing to develop additional pipeline products.
Gamida Cell has commenced Phase III trial of NiCord for patients with blood cancer and Lymphoma Cancer. NiCord has an FDA Breakthrough Therapy Designation as well as FDA and EMA orphan drug designations. In addition, Gamida is conducting a Phase II trial for patients with hematological diseases such as sickle cell disease.
As of today, NiCord is in a clinical stage of development.
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