Tevogen Bio Announces Up to $50 Million in Financing to Further Advance Operational Objectives

• Supports expansion of Tevogen’s ExacTcell™ platform toward additional clinical trials
• Bolsters a financial path to positive cashflow and minimizes dilution

WARREN, N.J., May 10, 2024 (GLOBE NEWSWIRE) — Tevogen Bio Holdings Inc. (“Tevogen” or “Tevogen Bio”) (Nasdaq: TVGN), a clinical-stage specialty immunotherapy biotech pioneer developing off-the-shelf, genetically unmodified T cell therapeutics in oncology, neurology, and virology, has entered into a binding term sheet [with an existing investor] to secure up to $50 million of financing.

This financing supports Tevogen Bio’s pursuit of expanding research and development efforts with a focus on continued clinical development of the company’s initial product, TVGN 489, from its ExacTcell technology platform. In January 2023, Tevogen Bio announced positive proof-of-concept clinical trial results of TVGN 489 for treatment of high-risk patients. The financing will also be utilized to facilitate Tevogen Bio’s efforts to start additional clinical trials for virally induced cancers and multiple sclerosis.

“The financing will help us to pursue our goals and we are gratified by the support of our existing shareholders,” said Dr. Ryan Saadi, Tevogen Bio Founder and Chief Executive Officer. “We strongly believe Tevogen’s business model of efficient operations and innovative thinking allows us to meaningfully expand our R&D efforts and investments in Tevogen AI with the support of this additional financing. I’m pleased we are taking this significant step to help patients by providing affordable and accessible personalized T cell therapies for large patient populations.”

The financing consists of a combination of a $36 million line of credit to be provided to Tevogen Bio by an existing investor and $14 million in a private placement at a 30% discount to a future 10-day volume weighted average price after that price reaches $10 per share. The line of credit allows Tevogen Bio to access $1 million per month at an interest rate of the lower of (a) the daily SOFR plus 2.0% and (b) 7.0%, accruing quarterly and payable in common stock. Draws can be made under the line of credit for up to 36 months, and the maturity date of each draw will be four years after the draw. The line of credit will be accessible immediately following closing of the transaction. The private placement can also include any remaining available and undrawn amount of the line of credit.

“Our continued investment emphasizes our conviction in Tevogen, its leadership and novel technology. Tevogen’s cost-effective business model and the promise of commercial success make this a compelling transaction,” said investor Dr. Manmohan Patel, MD, member of the counterparty in the financing transaction.

Subject to the completion of definitive documents, the financing is anticipated to close by the end of the second quarter of 2024.

About Tevogen

Tevogen is a clinical-stage specialty immunotherapy company harnessing one of nature’s most powerful immunological weapons, CD8+ cytotoxic T lymphocytes, to develop off-the-shelf, genetically unmodified precision T cell therapies for the treatment of infectious diseases, cancers, and neurological disorders, aiming to address the significant unmet needs of large patient populations. Tevogen Leadership believes that sustainability and commercial success in the current era of healthcare rely on ensuring patient accessibility through advanced science and innovative business models. Tevogen has reported positive safety data from its proof-of-concept clinical trial, and its key intellectual property assets are wholly owned by the company, not subject to any third-party licensing agreements. These assets include three granted patents and twelve pending patents, two of which are related to artificial intelligence.

Tevogen is driven by a team of highly experienced industry leaders and distinguished scientists with drug development and global product launch experience. Tevogen’s leadership believes that accessible personalized therapeutics are the next frontier of medicine, and that disruptive business models are required to sustain medical innovation.

Forward Looking Statements

This press release contains certain forward-looking statements, including without limitation statements relating to: expectations regarding the benefits of the financing; Tevogen’s development of, the potential benefits of, and patient access to its product candidates for the treatment of infectious diseases, cancer and neurological disorders, including TVGN 489 for the treatment of COVID-19 and Long COVID; Tevogen’s ability to develop additional product candidates, including through use of Tevogen’s ExacTcell platform; the anticipated benefits of ExacTcell; expectations regarding Tevogen’s future research and development and clinical trials; the healthcare and biopharmaceutical industries; and Tevogen’s ability to generate revenue in the future. Forward-looking statements can sometimes be identified by words such as “may,” “could,” “would,” “expect,” “possible,” “potential,” “goal,” “opportunity,” “project,” “believe,” “future,” and similar words and expressions or their opposites. These statements are based on management’s expectations, assumptions, estimates, projections and beliefs as of the date of this presentation and are subject to a number of factors that involve known and unknown risks, delays, uncertainties and other factors not under the company’s control that may cause actual results, performance or achievements of the company to be materially different from the results, performance or other expectations expressed or implied by these forward-looking statements.

These factors include, but are not limited to: the parties may not enter into definitive transaction documents on the terms described, on a timely basis, or at all; that Tevogen will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all; the effect of the recent business combination with Semper Paratus Acquisition Corporation (the “Business Combination”) on Tevogen’s business relationships, operating results, and business generally; costs related to the Business Combination and the failure to realize anticipated benefits of the Business Combination; the outcome of any legal proceedings that may be instituted against Tevogen related to the Business Combination; changes in the markets in which Tevogen competes, including with respect to its competitive landscape, technology evolution, or regulatory changes; changes in domestic and global general economic conditions; the risk that Tevogen may not be able to execute its growth strategies or may experience difficulties in managing its growth and expanding operations; the risk that Tevogen may not be able to develop and maintain effective internal controls; the failure to achieve Tevogen’s commercialization and development plans, and identify and realize additional opportunities, which may be affected by, among other things, competition, the ability of Tevogen to grow and manage growth economically and hire and retain key employees; the risk that Tevogen may fail to keep pace with rapid technological developments to provide new and innovative products and services or make substantial investments in unsuccessful new products and services; the ability to develop, license or acquire new therapeutics; the risk of regulatory lawsuits or proceedings relating to Tevogen’s business; uncertainties inherent in the execution, cost, and completion of preclinical studies and clinical trials; risks related to regulatory review, and approval and commercial development; risks associated with intellectual property protection; Tevogen’s limited operating history; and those factors discussed in Tevogen’s Annual Report on Form 10-K and other filings with the SEC.

You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Tevogen undertakes no obligation to update any forward-looking statements, except as required by applicable law.

Contacts

Tevogen Bio Communications
T: 1 877 TEVOGEN, Ext 701
Communications@Tevogen.com