Tiziana Life Sciences Announces Withdrawal of Proposed Public Offering

Tiziana Life Sciences (Nasdaq: TLSA) announced on Dec 15, 2025 that it has withdrawn its proposed public offering of common shares.

Rhea-AI Summary

Tiziana Life Sciences (Nasdaq: TLSA) announced on Dec 15, 2025 that it has withdrawn its proposed public offering of common shares. The company said the withdrawal was made due to market conditions. The release also states that it does not constitute an offer to sell or a solicitation to buy securities in any jurisdiction prior to required registration or qualification.

Positive

• None.

Negative

• Proposed public offering of common shares withdrawn on Dec 15, 2025
• Withdrawal attributed to market conditions, pausing planned equity financing

Argus Dec 15 session

-10.67% close to close Open Argus

Details

News Market Reaction – TLSA

On Dec 15, the day this news came out, TLSA closed 10.67% below the previous close.

Data tracked by StockTitan Argus for the Dec 15 session.

Market Context

On Dec 15, the day this news came out, the stock closed 10.7% below the previous close. A negative r...

Analysis

On Dec 15, the day this news came out, the stock closed 10.7% below the previous close. A negative reaction despite the withdrawal of a proposed offering would fit a pattern where the stock occasionally moved against seemingly supportive headlines, such as prior conference updates. Pressure could reflect concerns about future financing flexibility or uncertainty around alternative capital plans. Historical volatility around news suggests that sentiment might remain sensitive to execution on ALS and Alzheimer’s Phase 2 trials and broader biotech risk appetite rather than this single capital markets decision alone.

Historical Context

5 past events · Latest: Dec 12

5 events

1. Dec 12

   Clinical trial update

   24h Move

   +3.5%

   Phase 2 Alzheimer’s trial enrollment and first dosing timeline for foralumab.

2. Dec 02

   Strategic transaction

   24h Move

   +0.0%

   Planned spinout of IL-6 asset TZLS-501 into a separate listed company.

3. Nov 25

   Clinical trial update

   24h Move

   +5.2%

   ALS Phase 2 foralumab trial accepted into Healey ALS MyMatch Program.

4. Nov 13

   Conference presentation

   24h Move

   -7.3%

   Jefferies conference presentation highlighting pipeline and clinical milestones.

5. Oct 29

   Conference presentation

   24h Move

   -3.1%

   BIO-Europe 2025 participation focused on intranasal foralumab and nasal platform.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

intranasal foralumab, anti-CD3 monoclonal antibody, public offering

3 terms

intranasal foralumab medical

"developing breakthrough immunomodulation therapies with its lead development candidate, intranasal foralumab, a fully human"

Intranasal foralumab is an experimental antibody medication given as a spray or drops into the nose that aims to change how the immune system behaves rather than attack a virus directly. Investors care because results from trials, safety findings, and regulatory decisions determine whether this approach can become a marketed therapy, affecting a company’s future sales, development costs and competitive position — similar to betting on a new product that could reshape a company’s revenue stream.

anti-CD3 monoclonal antibody medical

"intranasal foralumab, a fully human, anti-CD3 monoclonal antibody, today announced the withdrawal"

A lab-made antibody engineered to attach to CD3, a protein found on T cells, so it can change how those immune cells behave. Investors care because these drugs can act like a targeted brake on an overactive immune system—useful for autoimmune disease, transplant rejection or as part of cancer therapies—but they also carry clinical trial, safety and regulatory risks that determine commercial success.

public offering financial

"announced the withdrawal of the proposed public offering of common shares due to market conditions."

A public offering is when a company sells shares to the general public through the stock market, either by issuing new shares to raise cash or by letting existing owners sell their stakes. Think of it like a business opening its doors to many new owners at once: it can bring in money for growth but also increases the number of shares available, which can change the stock price and dilute existing ownership — key factors investors watch closely.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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BOSTON, Dec. 15, 2025 (GLOBE NEWSWIRE) -- Tiziana Life Sciences, Ltd. (Nasdaq: TLSA) (“Tiziana” or the “Company”), a biotechnology company developing breakthrough immunomodulation therapies with its lead development candidate, intranasal foralumab, a fully human, anti-CD3 monoclonal antibody, today announced the withdrawal of the proposed public offering of common shares due to market conditions.

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 these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Tiziana Life Sciences

Tiziana Life Sciences is a clinical-stage biopharmaceutical company developing breakthrough therapies using transformational drug delivery technologies to enable alternative routes of immunotherapy. Tiziana’s innovative nasal approach has the potential to provide an improvement in efficacy as well as safety and tolerability compared to intravenous (IV) delivery. Tiziana’s lead candidate, intranasal foralumab, which is the only fully human anti-CD3 mAb currently in clinical development, has demonstrated a favorable safety profile and clinical response in patients in studies to date. Tiziana’s technology for alternative routes of immunotherapy has been patented with several applications pending and is expected to allow for broad pipeline applications.

For more information about Tiziana Life Sciences and its innovative pipeline of therapies, please visit www.tizianalifesciences.com.

About Foralumab

Foralumab, a fully human anti-CD3 monoclonal antibody, is a biological drug candidate that has been shown to stimulate T regulatory cells when dosed intranasally. At present, 14 patients with Non-Active Secondary Progressive Multiple Sclerosis (na-SPMS) have been dosed in an open-label intermediate sized Expanded Access (EA) Program (NCT06802328) with either an improvement or stability of disease seen within 6 months in all patients. In addition, intranasal foralumab is currently being studied in a Phase 2a, randomized, double-blind, placebo-controlled, multicenter, dose-ranging trial in patients with non-active secondary progressive multiple sclerosis (NCT06292923).

Foralumab is the only fully human anti-CD3 monoclonal antibody (mAb) currently in clinical development. Immunomodulation by intranasal foralumab represents a novel avenue for the treatment of neuroinflammatory and neurodegenerative human diseases.^[1],[2]

Forward-Looking Statements

Certain statements made in this announcement are forward-looking statements. These forward-looking statements are not historical facts but rather are based on the Company's current expectations, estimates, and projections about its industry, its beliefs, and assumptions. Words such as 'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company's control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The Company cautions security holders and prospective security holders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and other factors described more fully in the section entitled ‘Risk Factors’ in Tiziana’s Annual Report on Form 20-F for the year ended December 31, 2024, and other periodic reports filed with the Securities and Exchange Commission. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.

For further inquiries:

Tiziana Life Sciences Ltd
Paul Spencer, Business Development, and Investor Relations
+44 (0) 207 495 2379
email: info@tizianalifesciences.com 

[1] https://www.pnas.org/doi/10.1073/pnas.2220272120 

[2] https://www.pnas.org/doi/10.1073/pnas.2309221120 

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Tiziana Life Sciences (TLSA) announce on December 15, 2025?

Tiziana announced it withdrew its proposed public offering of common shares on Dec 15, 2025.

Why did TLSA withdraw the proposed public offering on December 15, 2025?

The company said the offering was withdrawn due to market conditions.

Does the December 15, 2025 announcement from TLSA mean shares were sold?

No. The announcement states there was no sale and it is not an offer to sell or solicit a purchase.

Will the TLSA withdrawal trigger immediate shareholder dilution from the cancelled offering?

The company withdrew the proposed offering, so no shares from that offering were issued.

Did TLSA provide a timetable for restarting the offering after December 15, 2025?

No timetable or restart plan was provided in the announcement.

Where can investors find legal or registration details related to the December 15, 2025 notice from TLSA?

The notice states offers would be subject to registration or qualification under applicable securities laws where required.