IPO - BriaCell Therapeutics Corp.

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Form Type: 424B4

Filing Date: 2025-04-28

Corporate Action: Ipo

Type: New

Accession Number: 000164117225006359

Filing Summary: BriaCell Therapeutics Corp. is conducting a public offering of 2,005,967 common units, each consisting of a common share and a warrant to purchase one common share, along with 660,700 pre-funded units for certain purchasers. The offering price per common unit is $4.50, while the pre-funded unit is available at $4.499. The total proceeds before expenses are estimated at $11,099,341. The company has provided a 45-day option for the underwriters to purchase additional securities to cover over-allotments. The offering is backed by firm commitments and is aimed at expanding investor access to its equity. BriaCell has significant clinical developments in the pipeline, including an ongoing Phase 3 study of its Bria-IMT™ therapy for metastatic breast cancer, which is intended to demonstrate its safety and efficacy as a treatment option. The Company has received a Fast Track Designation from the U.S. FDA to expedite the review process. The document also details participation in clinical trials and potential future market approvals for its novel immunotherapies. Trading in the common shares and warrants will be under symbols ‘BCTX’ and ‘BCTXW’ on Nasdaq, highlighting BriaCell’s growth and market engagement strategies.

Document Link: View Document

Additional details:

Per Common Unit: $4.50


Per Pre Funded Unit: $4.499


Total Public Offering Price: $11,999,341


Underwriting Discounts: $900,000


Proceeds To Us Before Expenses: $11,099,341


Warrant Exercise Price: $5.25


Number Of Warrants: 2,666,667


Form Type: 424B4

Filing Date: 2025-04-28

Corporate Action: Ipo

Type: New

Accession Number: 000164117225006361

Filing Summary: BriaCell Therapeutics Corp. is conducting a firm commitment public offering of 2,005,967 Common Units, which include one common share and a warrant to purchase one common share at an exercise price of $5.25, expiring five years from issuance. Additionally, the company offers 660,700 Pre-funded Units for investors who would exceed a 4.99% or 9.99% ownership threshold. The offering price for Common Units is set at $4.50, and for Pre-funded Units at $4.499. The total proceeds from the offering are expected to be approximately $11,999,341 before underwriting discounts. The company has granted underwriters a 45-day option to purchase additional shares and warrants to cover over-allotments. The securities will be listed on Nasdaq under the symbols BCTX for common shares and BCTXW for public warrants, subject to market development. BriaCell is described as an 'emerging growth company,' under reduced reporting requirements. The document emphasizes the speculative nature of the investment and urges potential investors to consider associated risks before participating in the offering. The offering is set to close around April 28, 2025.

Document Link: View Document

Additional details:

Public Offering Price Common Unit: $4.50


Public Offering Price Pre Funded Unit: $4.499


Total Proceeds: $11,999,341


Underwriting Discounts: $900,000


Exercise Price Warrant: $5.25


Exercise Price Pre Funded Warrant: $0.001


Expiration Period Warrant: 5 years


Form Type: 8-K

Filing Date: 2025-04-28

Corporate Action: Ipo

Type: New

Accession Number: 000164117225006428

Filing Summary: On April 28, 2025, BriaCell Therapeutics Corp. completed a public offering consisting of 2,005,967 units at a price of $4.50 each, along with 660,700 pre-funded units at $4.499 each, resulting in approximately $12.0 million in gross proceeds. The offering also included additional sales from an over-allotment option yielding about $1.8 million. The funds will be used for working capital and to support business objectives. The Units, which included common shares and warrants, have specific exercise terms for the warrants issued. The company also entered a Warrant Agent Agreement with Computershare Inc. on April 25, 2025, indicating further shareholder management. The Warrants commenced trading on the Nasdaq under the symbol 'BCTXZ' on April 25, 2025, offering liquidity and trading opportunities to investors involved in this financing event.

Document Link: View Document

Additional details:

Units Offered: 2005967


Pre Funded Units Offered: 660700


Unit Purchase Price: 4.5


Pre Funded Unit Purchase Price: 4.499


Gross Proceeds Aggregate: 12000000


Over Allotment Option Exercise Units: 399999


Over Allotment Option Exercise Proceeds: 1800000


Warrant Exercise Price: 5.25


Pre Funded Warrant Exercise Price: 0.001


Representatives Warrants Issued: 153333


Representatives Warrants Exercise Price: 5.625


Warrant Exercise Period Years: 5


Form Type: S-1MEF

Filing Date: 2025-04-24

Corporate Action: Ipo

Type: New

Accession Number: 000164117225006036

Filing Summary: BriaCell Therapeutics Corp. is filing a Registration Statement on Form S-1 with the SEC to register additional securities. The maximum aggregate offering price of the securities is proposed not to exceed $5,318,750. This filing is made under Rule 462(b) of the Securities Act of 1933, and incorporates by reference the prior S-1 Registration Statement (File No. 333-286670) filed on April 22, 2025, which was amended on April 23, 2025. This Registration Statement will become effective upon filing. The company is classified as a smaller reporting and emerging growth company. The registration includes necessary opinions and consents from legal and accounting firms.

Document Link: View Document

Additional details:

Registration Number: 333-


Address: Suite 300 - 235 15th Street West, Vancouver, BC V7T 2X1, Canada


Telephone: (604) 921-1810


Agent Name: Dr. William V. Williams


Agent Title: Chief Executive Officer


Maximum Aggregate Offering Price: $5,318,750


Exhibit 5.1: Opinion of Bennett Jones LLP


Exhibit 5.2: Opinion of Sichenzia Ross Ference Carmel LLP


Exhibit 23.1: Consent of MNP LLP


Exhibit 23.2: Consent of Bennett Jones LLP (included in Exhibit 5.1)


Exhibit 23.3: Consent of Sichenzia Ross Ference Carmel LLP (included in Exhibit 5.2)


Filing Fee Table: 107


Form Type: S-1/A

Filing Date: 2025-04-23

Corporate Action: Ipo

Type: New

Accession Number: 000164117225005871

Filing Summary: BriaCell Therapeutics Corp. is filing an amendment to its Form S-1 registration statement, indicating a firm commitment public offering of up to 2,331,002 common units. Each unit consists of a common share and a warrant, with the warrants exercisable at $5.3625, representing a price increase of 125% over the assumed public offering price. Additionally, up to 2,331,002 pre-funded units are being offered, each including a pre-funded warrant at an exercise price of $0.001 and a warrant. The offering is designed to occur as soon as the registration statement becomes effective. BriaCell's common shares are listed on Nasdaq and the Toronto Stock Exchange. This offering is noted as being a critical step in funding the continued development of BriaCell's innovative cancer therapies, including the Bria-IMT™ immunotherapy currently in pivotal clinical testing for breast cancer treatment, and the results of ongoing trials indicate significant potential benefits for patients resistant to traditional therapies. The application for listing the common warrants on Nasdaq is included in the registration statement, and the company highlights its status as an emerging growth company, which allows it to take advantage of reduced reporting requirements. Investors should be aware of the speculative nature of these securities and the associated risks as outlined in the prospectus.

Document Link: View Document

Additional details:

Offering Units: 2331002


Warrant Exercise Price: 5.3625


Pre Funded Warrant Exercise Price: 0.001


Assumed Public Offering Price: 4.29


Last Reported Sale Price Common: 4.19


Last Reported Sale Price Warrant: 0.0899


Total Common Units: 2331002


Form Type: S-1

Filing Date: 2025-04-22

Corporate Action: Ipo

Type: New

Accession Number: 000164117225005677

Filing Summary: BriaCell Therapeutics Corp., a clinical-stage biotechnology company, is filing for an IPO to raise capital through the sale of up to 2,331,002 Common Units, consisting of a common share and a warrant to purchase another common share. The intended public offering price of the Common Units is $4.29, which was the last reported sales price before the filing. A warrant will allow holders to purchase an additional common share at an exercise price of $5.3625, valid for five years post-issuance. If buyers' acquisitions exceed 4.99% of total outstanding shares, they have the option to purchase pre-funded units instead, which would include a pre-funded warrant with an exercise price of $0.001 and an accompanying warrant. This proposed offering aims to select common shares and warrants together in a single transaction. The company is also positioned as an emerging growth company, thereby electing to adhere to reduced public company reporting standards. Earlier clinical data demonstrated efficacy and safety in their lead product candidate, Bria-IMT™, targeting metastatic breast cancer. As a critical aspect of their offering, BriaCell highlights its ongoing Phase 3 trial of Bria-IMT™ in combination with an immune checkpoint inhibitor, showing promise against resistant breast cancer types. The offering includes the common shares issuable upon exercise of the warrants expected to be listed under Nasdaq symbols “BCTX” for common shares and “BCTXW” for public warrants, indicating their ambition to create a robust market presence. The proposed public offering is seen not only as a funding mechanism to propel further research but also as a significant milestone for the company.

Document Link: View Document

Additional details:

Common Units Offered: 2331002


Pre Funded Units Offered: 2331002


Warrant Exercise Price: 5.3625


Common Unit Price: 4.29


Pre Funded Warrant Exercise Price: 0.001


Warrant Expiration Duration Years: 5


Form Type: DRS

Filing Date: 2025-03-12

Corporate Action: Ipo

Type: New

Accession Number: 000149315225010077

Filing Summary: BriaCell Therapeutics Corp. has submitted a confidential draft registration statement on Form S-1 for a public offering of up to common shares and pre-funded warrants aimed at investors who would exceed certain beneficial ownership thresholds. The company highlights its clinical-stage advancements, including the pivotal Phase 3 study of Bria-IMT™ targeted immunotherapy for metastatic breast cancer, and the development of Bria-OTS™, a personalized immunotherapy. Additionally, a significant focus is placed on the safety and efficacy data derived from recent studies which indicate promising results in treating patients resistant to previous therapies. The public offering price is yet to be determined. The timing of the sale will commence as soon as practicable upon effectiveness of this registration statement. The offering entails terms to allow underwriters an option to cover over-allotments within 45 days. The underwriters are expected to deliver the securities to purchasers on or about an unspecified date in 2025, and the document outlines the company’s status as an emerging growth company enjoying reduced public company reporting requirements.

Document Link: View Document

Additional details:

Cancellation Policy: The securities offered by this prospectus have not been and will not be qualified for sale under the securities laws of any province or territory of Canada or to any resident of Canada.


Public Offering Price: The actual public offering price will be determined based on market conditions at the time of pricing.


Underwriting Discounts: For information regarding underwriters’ compensation, refer to the relevant section in the registration.


Pre Funded Warrant: Each Pre-Funded Warrant will be immediately exercisable for one common share at an exercise price of $0.001 per share.


Clinical Study Identifier: NCT06471673


Form Type: 424B5

Filing Date: 2025-02-04

Corporate Action: Ipo

Type: New

Accession Number: 000149315225004856

Filing Summary: BriaCell Therapeutics Corp. is offering 762,500 common shares at an offering price of $4.00 per share, raising a total of approximately $3.05 million. This offering follows a consolidation of its common shares on January 24, 2025. As of February 3, 2025, the last reported sale price of BriaCell's common shares was $5.04. The company is advancing its lead product candidate, Bria-IMT™, in a pivotal Phase 3 study for metastatic breast cancer. The immunotherapy has shown positive outcomes, with median overall survival of 13.4 months reported against 6.7-9.8 months in the literature. BriaCell is classified as an emerging growth company and smaller reporting company under U.S. securities regulations. The offering is being facilitated by placement agent ThinkEquity LLC and is expected to close on February 5, 2025, subject to customary conditions.

Document Link: View Document

Additional details:

Offering Price: 4.00


Total Offering Amount: 3050000


Placement Agent: ThinkEquity LLC


Proceeds To Us Before Expenses: 2821250


Common Shares Offered: 762500


Market Value Of Non Affiliates: 52260000


Closing Price On Dec 9 2024: 17.85


Aggregate Amount Sold In Previous 12 Months: 14350000


Available Amount For Offering: 3050000


Shown Progression Free Survival Of BrIA IMT In Adc Resistant Patients: 3.5 months


Form Type: 424B5

Filing Date: 2025-02-03

Corporate Action: Ipo

Type: New

Accession Number: 000149315225004684

Filing Summary: BriaCell Therapeutics Corp. is offering common shares at an offering price of $ per share through a preliminary prospectus supplement dated February 3, 2025, related to their effective registration statement under the Securities Act of 1933. The offering aims to leverage the recent share consolidation effective from January 24, 2025, allowing for the arrival of post-consolidation common shares on The Nasdaq Capital Market and TSX. The prospectus includes details regarding the sales arrangement through their exclusive placement agent, ThinkEquity LLC, detailing a 'reasonable best efforts' commitment. As of the last reported sale price on February 3, 2025, common shares were trading at $5.04, and public warrants at $0.1649. The document outlines that, pursuant to General Instruction I.B.6 of Form S-3, the aggregate market value of common shares held by non-affiliates is approximately $52.26 million based on the closing price on December 9, 2024. It also covers the risks associated with investing in these securities. The preliminary prospectus highlights BriaCell's clinical-stage biotechnology efforts, focusing on immunotherapy for cancer treatment, particularly addressing their Bria-IMT™ targeted immunotherapy for metastatic breast cancer, which is currently under a pivotal Phase 3 study. They reported promising results in clinical trials and significant advances in personalized medication efforts.

Document Link: View Document

Additional details:

Offering Price: $


Placement Agent: ThinkEquity LLC


Last Reported Sale Common Shares: $5.04


Last Reported Sale Public Warrants: $0.1649


Post Consolidation Effective Date: 2025-01-24


Common Shares Outstanding: 2,946,940


Aggregate Market Value Non Affiliates: $52.26 million


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