Item 8.01. Other Events.

On June 2, 2020, Iovance Biotherapeutics, Inc. (the "Company") issued a press release announcing the closing of the sale of an aggregate of 19,475,806 shares of its common stock, $0.000041666 par value per share, in its previously disclosed public offering, including 2,540,322 shares issued pursuant to the exercise of the option granted to the underwriters, at a public offering price of $31.00 per share before underwriting discounts and commissions. The total net proceeds to the Company from the offering, including the exercise of the option by the underwriters, are expected to be approximately $567.0 million after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Neither the disclosure on this Current Report on Form 8-K nor the attached press release shall constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.





Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements, all of which are subject to risks and uncertainties. Forward-looking statements can be identified by the use of words such as "expects," "plans," "will," "projects," "intends," "estimates," and other words of similar meaning. Each forward-looking statement is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statement. Readers should carefully consider any such statement and should understand that many factors could cause actual results to differ from these forward-looking statements. These factors may include inaccurate assumptions and a broad variety of other risks and uncertainties, including some that are known and some that are not. No forward-looking statement can be guaranteed, and actual future results may vary materially. Except as required by law, the Company does not assume any obligation to update any forward-looking statement.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



Exhibit
 Number                                  Description
  99.1       Press Release dated June 2, 2020.

  104      Cover Page Interactive Data File, formatted in Inline XBRL and included
           as Exhibit 101

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