TEL AVIV, Israel and NEW
YORK, July 1, 2014 /PRNewswire/ --
Cell Source, Inc. (OTCQB: CLCS) ("Cell Source") today announced the
successful acquisition (the "Acquisition"), through a share
exchange agreement, of all of the outstanding shares of Cell Source
(Israel) Ltd., a pre-clinical cell
therapy development company with a focus on the facilitation
of safer and more accessible bone marrow and organ transplants and
effective treatment of blood cell cancers (e.g., leukemia,
lymphoma). Prior to the Acquisition, Cell Source Ltd.
completed a private placement consisting of approximately 4.8
million units of its securities, for total gross proceeds of
approximately $3.6 million. Each unit
consisted of one share of common stock and one common stock
purchase warrant. Sichenzia Ross Friedman Ference LLP
(www.SRFF.com) acted as legal counsel to Cell Source (Israel) Ltd. in the private placement and
Acquisition.
"Cell Source feels that becoming a public company is an
important step forward," stated Itamar
Shimrat, Chief Executive Officer of Cell Source. "Becoming a
publicly traded company will allow for broad and diversified
investor exposure and expanded access to capital markets.
These funds will position us to conduct human clinical trials
for our proprietary cell therapy treatments." Our
company and our management are committed to creating shareholder
value by commercializing exciting cell therapies addressing areas
of significant unmet medical need, particularly where patients have
not responded to currently available medical options."
Cell Source is planning to commence a Phase
I/II clinical trial with a cell
therapy treatment that aspires to significantly reduce the need for
immune suppression treatment for both donor-matched and
"mismatched" bone marrow transplant patients. This treatment could
potentially lead to a substantial increase in patient survival
rates.
Cell Source will continue the business of Cell Source
(Israel) Ltd., headquartered in
Tel Aviv, Israel as a subsidiary
under the leadership of Cell Source (Israel) Ltd.'s current management team, headed
by Chief Executive Officer Itamar
Shimrat. In connection with the Acquisition, Cell Source
issued to the former shareholders of Cell Source (Israel) Ltd. 18,245,923 shares of its common
stock. Details of the transaction will be filed on a Form 8-K
with the United States Securities and Exchange Commission.
The securities sold in the private placement have not been
registered under the Securities Act of 1933 and may not be resold
absent registration under or exemption from such Act. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy any securities. This press release is being
issued pursuant to and in accordance with Rule 135c under the
Securities Act of 1933.
About Cell Source
Cell Source Limited was founded in 2011 to develop and
commercialize preclinical cell therapy treatments which showed
promising results in treating animals suffering from blood cancers
such as leukemia and lymphoma. Since then Cell Source has moved
forward by both sponsoring further research and applying for
approval to conduct human clinical trials.
For further information, please visit
www.cell-source.com
or contact Itamar Shimrat, President
& CEO (646) 416-7896
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
ACT OF 1995
With the exception of historical information,
the matters discussed in this news release are
forward-looking statements that involve a number
of risks and uncertainties. The actual future results of
Cell Source could differ significantly from those statements.
Factors that could cause actual results to differ materially
include risks and uncertainties such as the
inability to finance the company's
operations, inability to hire and retain qualified
personnel, and changes in the general economic climate. In some
cases, you can identify forward-looking statements by terminology
such as "may," "will," "should," "expect," "plan," "anticipate,"
"believe," "estimate," "predict," "potential" or "continue," the
negative of such terms, or other comparable terminology.
These statements are only predictions. Although we
believe that the expectations reflected in the
forward-looking statements are reasonable, such statements
should not be regarded as a representation by Cell Source, or any
other person, that such forward-looking statements will be
achieved. We undertake no duty to update any of the forward-looking
statements, whether as a result of new information, future events
or otherwise. In light of the foregoing, readers are cautioned not
to place undue reliance on such forward-looking statements.
This release does not constitute an offer to sell or a
solicitation of offers to buy any securities of any entity.
SOURCE Cell Source Inc.