LOS ANGELES, Oct. 11, 2023 (GLOBE NEWSWIRE) -- Renovaro Biosciences Inc.
(NASDAQ: RENB)(Renovaro), a biotechnology corporation focusing on cell, gene,
and immunotherapy, has announced that Avram Miller will join its Board of
Directors. Beyond this board position, Mr. Miller will also take on an advisory
role, contributing to the company's strategy and business development efforts.
Renovaro Biosciences has recently signed a definitive agreement to combine with
GEDiCube, a UK-based medical AI company specializing in early detection and
remissions of cancer, and expedited drug discovery (Renovaro Press Release
(https://renovarobio.com/news/news-details/2023/Renovaro-Biosciences-and-AI-
Health-Company-GEDi-Cube-Sign-Definitive-Agreement-to-Combine/default.aspx))
(GEDiCube press release
(https://www.businesswire.com/news/home/20230929767003/en/GEDi-Cube-and-
Renovaro-Biosciences-Sign-Definitive-Agreement-to-Combine)). GEDiCube intends to
rebrand as Renovaro.AI.
Avram Miller's career includes significant roles in the technology and medical
industries. He co-founded Intel Capital and served as Intel's Corporate Vice
President of Business Development. Before his career in High-Tech, he had a 13-
year career in medical science. Over the last ten years, he re-engaged his
interest in utilizing technology in health care. He has been advising prominent
institutions like the Cleveland Clinic and Sheba Medical Center and coaching as
well as investing in many early-stage Med-Tech startups.
Rene Sindlev, Chair of the Board of Renovaro Biosciences, said, "Avram's unique
background in medical science and technology and, in particular, his experience
dealing with the opportunities fueled by rapid technological changes will help
guide our business. We believe his vast business experience working with
companies at all stages of development will be instrumental as we move into the
commercial phase of our business."
"In my view, the impact of AI on medicine will be as significant as the impact
of the Internet on the computer industry. I was fortunate to play a role in
that, and now I am excited to have a similar opportunity. We are at an
inflection point. AI should lead to personalized medicine comprised of new
diagnostics and treatments, which will have a profound impact on longevity and,
in particular, health span, something I care deeply about. I believe that
Renovaro Bioscience, combined with GEDiCube, has the key elements to play a
significant role in this transformation. I am delighted to have the opportunity
to assist the company as a board member and an advisor working closely with the
company's leadership team," said Avram Miller.
ABOUT THE COMPANY
Renovaro has developed advanced cell, gene, and immunotherapy platforms designed
to renew the body's natural tumor-fighting capabilities against cancer and
infectious diseases. For more information on Renovaro, go to their website at
www.renovarobio.com (http://www.renovarobio.com).
Forward-Looking Statements
This communication contains "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical fact, included in this communication that address
activities, events, or developments that Renovaro or GEDi Cube expects,
believes, or anticipates will or may occur in the future are forward-looking
statements. Words such as "estimate," "project," "predict," "believe," "expect,"
"anticipate," "potential," "create," "intend," "could," "would," "may," "plan,"
"will," "guidance," "look," "goal," "future," "build," "focus," "continue,"
"strive," "allow" or the negative of such terms or other variations thereof and
words and terms of similar substance used in connection with any discussion of
future plans, actions, or events identify forward-looking statements. However,
the absence of these words does not mean that the statements are not forward-
looking. These forward-looking statements include but are not limited to,
statements regarding the proposed Transaction, the expected closing of the
proposed Transaction and the timing thereof, and as adjusted descriptions of the
post-transaction company and its operations, strategies and plans, integration,
debt levels and leverage ratio, capital expenditures, cash flows and anticipated
uses thereof, synergies, opportunities, and anticipated future performance.
Information adjusted for the proposed Transaction should not be considered a
forecast of future results. There are a number of risks and uncertainties that
could cause actual results to differ materially from the forward-looking
statements included in this communication. These include the risk that cost
savings, synergies and growth from the proposed Transaction may not be fully
realized or may take longer to realize than expected; the possibility that
shareholders of Renovaro may not approve the issuance of new shares of Renovaro
common stock in the proposed Transaction; the risk that a condition to closing
of the proposed Transaction may not be satisfied, that either party may
terminate the Transaction Agreement or that the closing of the proposed
Transaction might be delayed or not occur at all; potential adverse reactions or
changes to business or employee relationships, including those resulting from
the announcement or completion of the proposed Transaction; the occurrence of
any other event, change or other circumstances that could give rise to the
termination of the stock purchase agreement relating to the proposed
Transaction; the risk that changes in Renovaro's capital structure and
governance could have adverse effects on the market value of its securities and
its ability to access the capital markets; the ability of Renovaro to retain its
Nasdaq listing; the ability of GEDi Cube to retain customers and retain and hire
key personnel and maintain relationships with their suppliers and customers and
on GEDi Cube's operating results and business generally; the risk the proposed
Transaction could distract management from ongoing business operations or cause
Renovaro and/or GEDi Cube to incur substantial costs; the risk that GEDi Cube
may be unable to reduce expenses; the impact of the COVID-19 pandemic, any
related economic downturn; the risk of changes in regulations effecting the
healthcare industry; and other important factors that could cause actual results
to differ materially from those projected. All such factors are difficult to
predict and are beyond Renovaro's or GEDi Cube's control, including those
detailed in Renovaro's Annual Reports on Form 10-K, Quarterly Reports on Form
10-Q and Current Reports on Form 8-K that are available on Renovaro's website at
www.renovarobio.com and on the website of the Securities and Exchange Commission
(the "SEC") at www.sec.gov. All forward-looking statements are based on
assumptions that Renovaro and GEDi Cube believe to be reasonable but that may
not prove to be accurate. Any forward-looking statement speaks only as of the
date on which such statement is made, and neither Renovaro nor GEDi Cube
undertakes any obligation to correct or update any forward-looking statement,
whether as a result of new information, future events or otherwise, except as
required by applicable law. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date hereof.
No Offer or Solicitation
This report is not intended to and shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to buy any
securities or a solicitation of any vote or approval, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of any such jurisdiction. No offer of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
Important Additional Information Regarding the Merger Will Be Filed with the SEC
and Where to Find It
In connection with the proposed Transaction, Renovaro intends to file a proxy
statement (the "proxy statement"), and will file other documents regarding the
proposed Transaction with the SEC. INVESTORS AND SECURITYHOLDERS OF RENOVARO ARE
URGED TO CAREFULLY AND THOROUGHLY READ, WHEN THEY BECOME AVAILABLE, THE PROXY
STATEMENT, AS MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER
RELEVANT DOCUMENTS FILED BY RENOVARO WITH THE SEC BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT RENOVARO, GEDI CUBE AND THE PROPOSED TRANSACTION,
THE RISKS RELATED THERETO AND RELATED MATTERS.
Once complete, a definitive proxy statement will be mailed to the stockholders
of Renovaro. Investors will be able to obtain free copies of the proxy
statement, as may be amended from time to time, and other relevant documents
filed by Renovaro with the SEC (when they become available) through the website
maintained by the SEC at www.sec.gov. Copies of documents filed with the SEC by
Renovaro, including the proxy statement (when it becomes available), will be
available free of charge from Renovaro's website at www.renovarobio.com under
the "Financials" tab.
Participants in the Solicitation
Renovaro and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the stockholders of Renovaro in
connection with the proposed Transaction. Information about Renovaro's directors
and executive officers is set forth in Renovaro's definitive proxy statement for
the 2023 annual meeting of stockholders filed with the SEC on May 16, 2023, and
the proxy statement (when it becomes available). Other information regarding the
interests of such individuals, as well as information regarding other persons
who may be deemed participants in the proposed Transaction, will be set forth in
the proxy statement and other relevant materials to be filed with the SEC when
they become available. Stockholders of Renovaro, potential investors, and other
readers should read the proxy statement carefully when it becomes available
before making any voting or investment decisions.
Contact: ir@renovarobio.com (mailto:ir@renovarobio.com)
Source: Renovaro Bioscience Inc.
Â