This Announcement
contains inside information for the purposes of Article 7
of the Market Abuse Regulation No. 596/2014 as retained as
part of UK law by virtue of the European Union (Withdrawal) Act
2018 as amended ("EUWA") and as it may
be modified from time to time by or under domestic law
including, but not limited to, by the Market Abuse (Amendment) (EU
Exit) Regulations 2019/310). Upon the publication of this
Announcement, this inside information is now considered to be in
the public domain.
29
July 2024
4basebio PLC
Announces £40.0 million Equity Issuance and £29.4 million Secondary
Sale
July 29, 2024 - 4basebio PLC (AIM: 4BB)
("4basebio" or the "Company"),
which develops and commercialises the large scale manufacture of
synthetic DNA as well as nanoparticle delivery solutions, today
announces that it has agreed to binding terms with (i) Elevage
Medical Technologies ("Elevage"), a Patient Square
Capital platform and (ii) Prudential Assurance Company Limited
acting by its investment manager M&G Investment Management
Limited ("M&G"), for a combined investment of
£40.0 million through an issuance (the "Issuance")
of ordinary shares of €1 each at an issue price of 1,500 pence per Ordinary Share (the
"Issue Price").
Net proceeds from the
Issuance will be used to support and expand the Company's
operations; including building out business development and
commercial functions, enhancing the Company's infrastructure,
driving continued innovation in new DNA modalities and supporting
geographical expansion, in addition to working
capital.
The shares to be issued
pursuant to the Issuance (the "Issuance Shares")
will represent approximately 20.8 per cent. of the existing issued
ordinary share capital of the Company and 17.2 per cent. of the
enlarged issued ordinary share capital of the Company following
completion of the Issuance (on the basis of the Company's issued
share capital as at the date of this announcement). The Issue Price
represents a premium of approximately 3.4 per cent. to the closing
price of 1,450 pence per share on
26 July 2024, being the latest
practicable date prior to the publication of this announcement (the
"Announcement").
In addition, Elevage and
M&G have between them agreed to purchase 1,959,424 ordinary
shares from entities belonging to the Deutsche Balaton Group and
certain management and directors of the Company, at a purchase
price equal to the Issue Price for an aggregate purchase price of
£29.4 million (the "Secondary Sale"). As a result
of the Issuance and the Secondary Sale, at completion Elevage and
M&G will together hold 29.9% of the Company's issued ordinary
shares. Pursuant to the terms of the Issuance, it is intended that
John Marotta, Executive in Residence
of Patient Square Capital, will be joining the Company's Board of
Directors as Executive Chairman and Elevage will have the right to
appoint a proportional number of directors to the Company's board
as represents the combined holdings of Elevage and M&G in the
Company's share capital. A further update on this, which includes
the relevant information required by the AIM Rules for Companies,
will be made in due course following completion of customary due
diligence.
The Issuance, which is
interconditional with the Secondary Sale, is conditional upon any
necessary clearance under the National Security and Investment Act
2021 and merger control approval and completion of final
documentation. Subject to these conditions, the Issuance and
Secondary Sale are expected to become unconditional following
receipt of regulatory approvals, later in 2024. A further update on
this will be made in due course. The New Shares, when issued, will
be fully paid and will rank pari passu in all respects with the
existing ordinary shares.
RBC Capital Markets
("RBC") is acting as sole Placement Agent to
4basebio.
As a result of certain
directors (being Heikki Lanckriet,
David Roth and Joseph Fernandez) and 2invest AG, a significant
shareholder, being party to the binding term sheet in respect of
the fundraise by virtue of their involvement in the Secondary Sale,
signing of the term sheet (the "Transaction")
constitutes a related party transaction pursuant to Rule 13 of the
AIM Rules for Companies. With the exception of Heikki Lanckriet, David
Roth and Joseph Fernandez,
the directors of the Company, having consulted with the Company's
Nominated Adviser, Cairn Financial Advisers LLP, consider the terms
of the Transaction to be fair and reasonable insofar as the
Company's shareholders are
concerned.
Dr Heikki Lanckriet, CEO and CSO, 4basebio,
said: "The evolution of the Group since its spin out
at the end of 2020 has been profound. Our client base and
pipeline has grown significantly as a result of strong interest in
our synthetic DNA products, and we expect client acquisition and
revenue generation to continue
accelerating.
"The capital raise
announced today will further drive the momentum of the Company, and
I am pleased to see Elevage and M&G join our shareholder
register."
John Marotta, Executive in Residence, Patient
Square Capital, said: "This investment reflects strong
conviction in synthetic DNA's potential to advance novel healthcare
treatments, and its place as a significant part of the cell and
gene therapy market. We are well aligned with the team at 4basebio
and are eager to help them reach their next phase of growth with
this investment."
M&G Portfolio
Manager, Jeremy Punnett,
said: "The UK has a wealth of innovative deep tech
firms that are breaking the mould, but it is vital they get the
long-term investment they need to become the next global champions.
M&G's Crossover strategy is playing a leading role in helping
businesses to scale and thrive by providing expertise and patient
capital.
"We are delighted to
partner with Elevage in supporting 4basebio's pioneering work in
synthetic DNA, which underpins the development of cell and gene
therapies and offers the potential to transform healthcare and save
millions of lives. We look forward to being part of their exciting
journey and contributing to the advancement of cutting-edge
therapies."
Enquiries
4basebio
PLC
+44 (0)12 2396 7943
Heikki Lanckriet
Elevage Medical
Technologies
Doug Allen (Dukas Linden Public Relations)
+1 (646) 722
6530
Sole Placement
Agent
RBC Capital
Markets
+44 (0)20 7653 4000
Rupert Walford / Max
Avison / Kathryn
Deegan
Nominated
Adviser
Cairn Financial Advisers
LLP
+44 (0)20 7213 0880
Jo
Turner / Sandy
Jamieson
Broker
Cavendish Capital Markets
Limited
+44 (0)20 7220 0500
Geoff Nash / Charlie
Beeson / Nigel
Birks
Notes to
Editors
About
4basebio
4basebio (AIM: 4BB) is an
innovation driven life biotechnology company focused on
accelerating the development of advanced therapy medicinal products
(ATMPs) through its high-performance synthetic DNA products and
non-viral, cell targeting nucleic acid delivery platform. The
Company's objective is to become a market leader in the manufacture
and supply of high-quality synthetic DNA products for research,
therapeutic and pharmacological use as well as development of
target specific non-viral vectors for the efficient delivery of
payloads in
patients.
About Elevage
Medical Technologies
Elevage Medical
Technologies is a platform established by Patient Square Capital
and is dedicated to supporting medical technology companies that
can meaningfully improve health outcomes and quality of life for
patients. Elevage provides capital along with deep technical,
regulatory, and operational expertise to companies ranging from
advanced clinical development to commercial acceleration stage.
Elevage supports rapidly growing, highly differentiated companies
with paradigm shifting technologies and strives to help build
industry leading medical technologies. To learn more about Elevage,
please visit
www.elevagemedical.com.
About M&G
Investments
The capital for this deal
has been provided by M&G's Crossover strategy (Crossover) on
behalf of the £129 billion Prudential With Profits Fund. Crossover
is a global strategy led by M&G's public equity investment
division which provides patient growth equity to high-quality,
fast-growing companies.
M&G Investments is
part of M&G plc, a savings and investment business which was
formed in 2017 through the merger of Prudential plc's UK and
Europe savings and insurance
operation and M&G, its wholly owned international investment
manager. M&G plc listed as an independent company on the London
Stock Exchange in October 2019 and
has £343.5 billion of assets under management (as at 31 December 2023). M&G plc has customers in
the UK, Europe, the Americas and
Asia, including individual savers
and investors, life insurance policy holders and pension scheme
members. For nearly nine decades M&G Investments has been
helping its customers to prosper by putting investments to work,
which in turn creates jobs, homes and vital infrastructure in the
real economy. Its investment solutions span equities, fixed income,
multi asset, cash, private debt, infrastructure and real
estate.
M&G recognises the
importance of responsible investing and is a signatory to the
United Nations Principles for Responsible Investment (UNPRI) and is
a member of the Climate Bonds Initiative Partners Programme.
M&G plc has committed to achieve net zero carbon emissions on
its total book of assets under management and administration by
2050 and committed to reduce operational carbon emissions as a
corporate entity to net zero by 2030. For more information, please
visit: https://global.mandg.com/.
Forward-looking
statements
This Announcement may
contain certain statements about the future outlook for
4basebio. Although the directors believe their expectations
are based on reasonable assumptions, any statements about future
outlook may be influenced by factors that could cause actual
outcomes and results to be materially
different.
Additional
information
RBC is acting as sole
placement agent to the Company in connection with the Transaction
and will not regard any other person as a client in relation to the
Transaction. RBC will not be responsible to any other person for
providing the protections afforded to its clients or for advising
any person in relation to the Transaction or any arrangement
referred to in this document.
This Announcement is made
for information purposes only and does not constitute an offer to
sell or issue or solicitation to buy, subscribe for or otherwise
acquire shares in 4basebio PLC in any jurisdiction in which any
such offer or solicitation would be
unlawful.
The securities discussed
herein are not and will not be registered under the US Securities
Act of 1933, as amended (the "Securities Act"), and may not be
offered or sold in the United
States, unless registered under the Securities Act, or
pursuant to an exemption from, or in a transaction not subject to,
registration under the Securities Act. No public offering of the
securities discussed herein is being made in the United States and the information
contained herein does not constitute an offering of securities for
sale in the United States and the
Company does not currently intend to register any securities under
the Securities Act.