Press release Communiqué de presse
Press release Communiqué de presse
June 8, 2020 8 June, 2020
Sernova to Acquire Cellular Local Immune Protection Technology Accelerating Expansion of its Regenerative Medicine Therapeutics Platform
June 8, 2020 8:00 a.m. EDT
LONDON, ONTARIO – June 8, 2020 – Sernova Corp. (TSX-V:SVA)(OTCQB:SEOVF)(FSE:PSH), a clinical-stage
regenerative medicine therapeutics company, announced today its acquisition of an innovative cellular immune
protection technology. This acquisition represents a strategic accelerator for expansion of Sernova’s total
regenerative medicine cell therapy therapeutics platform.
Said Dr. Philip Toleikis, President and CEO Sernova Corp., “This is a game-changer for Sernova. We have
strategically focused on adding local immune protection technologies to our portfolio as they represent the last
essential pillar for our cell therapy therapeutics platform. This technology acquisition, in addition to our
recently announced collaboration with AgeX Therapeutics, Inc. to use their UniverCyte™ gene-editing
technology to protect cells, positions Sernova with multiple potential approaches to guard therapeutic cells
within our Cell Pouch against host immune-response across multiple clinical applications.”
Pursuant to an asset purchase agreement with Converge Biotech, Inc. (“Converge”), Sernova is acquiring all
intellectual property associated with Converge’s conformal coating cell encapsulation technology (“Conformal
Coating Technology”), including issued patents, patent applications, and know-how. The transaction is
expected to close by June 11, 2020.
“Conformal coating technology could be very synergistic with the Sernova Cell Pouch, as it could confer
protection from the immune attack, decreasing or eliminating the need for immunosuppressive drugs. The
minimal volume of the conformal capsules makes it possible to include immuno-protected insulin-producing
cells in the Sernova Cell Pouch. If the combination of these technologies proves successful, it will represent an
important step towards elimination of the need for immunosuppressive medications, bringing a functional cure
closer to reality for patients suffering from this debilitating disease,” said Dr. Camillo Ricordi, Stacy Joy
Goodman Professor of Surgery and Chief, Division of Cellular Transplantation, Distinguished Professor of
Medicine, Professor of Biomedical Engineering, Microbiology and Immunology and Director, Diabetes Research
Institute and Cell Transplant Center. The Diabetes Research Institute (DRI) is a designated Center of Excellence
at the University of Miami Miller School of Medicine.
Why is the Conformal Coating Technology Important?
The Conformal Coating Technology consists of a thin proprietary coating layer that effectively cloaks coated
therapeutic cells to protect them from an auto-response attack by one’s own immune system post cell
transplantation into the body.
The advantages and potential benefits of this cell encapsulating technology are as follows:
• provides protection of the therapeutic cells from immune system attack locally within the Cell Pouch
chambers potentially avoiding the need for life-long immunosuppression medications, that are typically
required after cell transplantation;
• enables close contact of the transplanted therapeutic cells with the vascularized tissue matrix within the
Cell Pouch to enable closer interactions unlike standard microencapsulation technologies in which the capsules
are significantly larger than the cells limiting required tissue interactions;
• improves the diffusion of small molecules and biomolecules (i.e., glucose, insulin, and other proteins or
hormones), providing a physiological glucose-stimulated insulin response without delay that occurs with other
encapsulation technologies; and
• due to the improved diffusion of biomolecules, it may require a smaller load of therapeutic cells to achieve
the desired therapeutic effect in comparison to standard microcapsules.
Local immune protection technologies to cloak cells, such as the Conformal Coating Technology and the
UniverCyte™ gene technology, have the potential to protect cells from immune system attack within Sernova’s
Cell Pouch through different and independent mechanisms.
“The potential to eliminate antirejection medications with these complementary technologies to our proprietary
Cell Pouch, both for human donor and stem cell-derived cells, will enable us to increase patient safety and
quality of life, and significantly expand the number of treatable patients suffering from chronic diseases. With
extensive preclinical studies already conducted at DRI, we look forward to the possibility of advancing this local
immune protection technology into human trials following successful preclinical proof-of-concept testing. We
believe that this could accelerate Sernova’s opportunity to be first-to-market to provide a functional cure to the
many diabetic patients worldwide. Our vision is to bring a new standard of care approach for chronic
debilitating diseases to the healthcare landscape,” said Dr. Philip Toleikis.
Acquisition Funding
To fund the Conformal Coating Technology acquisition, Sernova will issue to a strategic investor a $1,000,000
convertible debenture that is unsecured, repayable in 30 months (unless earlier converted or redeemed), and
carries an 8% interest rate (the “Debenture”). The Company will also issue 3,000,000 non-transferable share
purchase warrants (the “Warrants”) to the strategic investor, each Warrant being exercisable into one common
share at a price of $0.20 per share for 30 months. The Debenture holder will have the right to convert the
principal amount of the Debenture into common shares of Sernova at a conversion price of $0.25 per share.
“Securing the debenture financing commitment on these favorable terms when Sernova’s Covid-19 impacted
shares were trading in the range of $0.13-0.15 was strategic to reduce our cost of capital and minimize both
dilution and any impact on existing cash resources,” said David Swetlow, Sernova’s CFO.
Neither the Debenture or Warrants have been or will be registered under the United States Securities Act of
1933, as amended (the “U.S. Securities Act”), or any state securities laws and such securities may therefore not
be offered or sold in the United States or to or for the account or benefit of a person in the United States or a
U.S. Person (as defined in Regulation S of the U.S. Securities Act) absent registration or an applicable exemption
from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This
press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale
of the debenture units in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT SERNOVA’S CELL POUCH SYSTEM
The Cell Pouch, as part of the Cell Pouch System, is a novel, proprietary, scalable, implantable macro-
encapsulation device solution designed for the long-term survival and function of therapeutic cells. The device
upon implantation is designed to incorporate with tissue, forming highly vascularized tissue chambers for the
transplantation and function of therapeutic cells, which then release proteins and hormones as required to treat
disease. The Cell Pouch, along with therapeutic cells, has been shown to provide long-term safety and efficacy
in small and large animal models of diabetes and has been proven to provide a biologically compatible
environment for insulin-producing cells in humans.
ABOUT SERNOVA CORP.
Sernova Corp is developing regenerative medicine therapeutic technologies using a medical device and immune
protected therapeutic cells (i.e., human donor cells, corrected human cells and stem-cell-derived cells) to
improve the treatment and quality of life of people with chronic metabolic diseases such as insulin-dependent
diabetes, blood disorders including hemophilia, and other diseases treated through replacement of proteins or
hormones missing or in short supply within the body. For more information, please visit www.sernova.com
FOR FURTHER INFORMATION, PLEASE CONTACT:
Dominic Gray
Sernova Corp
Tel: (519) 858-5126
dominic.gray@sernova.com
www.sernova.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
FORWARD-LOOKING INFORMATION
This news release contains forward-looking statements. Forward-looking statements are statements that are
not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”,
“believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions
“will”, “would”, “may”, “could” or “should” occur, and include statements about the closing of the Conformal
Coating Technology acquisition and the Debenture issuance and funding. Although Sernova believes the
expectations expressed in such forward-looking statements are based on reasonable assumptions, such
statements are not guarantees of future performance, and actual results may differ materially from those in
forward-looking statements. While Sernova considers these assumptions to be reasonable, these assumptions
are inherently subject to significant scientific, business, economic, competitive, market and social uncertainties
and contingencies. Additionally, there are known and unknown risk factors that could cause Sernova’s actual
results, performance or achievements to be materially different from any future results, performance or
achievements expressed or implied by the forward-looking statements contained in this press release.
Forward-looking statements are based on the beliefs, estimates, and opinions of Sernova’s management on the
date such statements were made, which include our beliefs about the effect on company operations and capital
markets of events related to the COVID-19 pandemic, the conduct and outcome of discussions with strategic
partners, and expected progress in preclinical programs and clinical trials. Sernova expressly disclaims any
intention or obligation to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.