BriaPro to Acquire Soluble CD80 License Issuing C$1.18M Shares and $3M Credit Facility
BriaPro will purchase BriaCell’s exclusive license to develop and commercialize soluble CD80, issuing 23,972,589 shares valued at C$1.18 million and a $3 million R&D credit facility. The transaction includes a 2% UMBC royalty and is expected to close on March 12, 2026, pending shareholder approval and fair market valuation.
1. Transaction Details
BriaCell and its majority-owned subsidiary BriaPro have agreed that BriaPro will acquire the exclusive worldwide license for soluble CD80 as a therapeutic biologic. BriaPro will issue 23,972,589 common shares to BriaCell and extend a $3 million credit facility to fund further R&D.
2. Financial Terms
Under the purchase agreement, BriaPro will pay a 2% royalty on net sales to UMBC upon commercialization and assume all development costs. The share issuance to BriaCell is valued at approximately C$1.18 million, boosting BriaCell’s post-transaction stake in BriaPro to about 78%.
3. Conditions and Timeline
The transaction is slated to close on or around March 12, 2026, subject to approval by disinterested BriaPro shareholders and receipt of an independent fair market valuation. BriaCell’s existing shares in BriaPro are excluded from voting as they constitute an interested party holding.
4. Strategic Rationale
BriaCell aims to accelerate the development of sCD80, a novel immune-modulating agent shown in preclinical studies to restore anti-tumor immunity. The agreement allows BriaPro to focus resources on sCD80 while BriaCell retains majority ownership and financial support.