4basebio Plc - Completion of Strategic Investment
This Announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation No. 596/2014 as retained as part of
("4basebio" or the "Company")
Completion of
Director Dealing, Issue of Equity and Admission to Trading
Directorate Changes
As announced on
Admission to AIM
Application has been made for the 2,666,667 Issuance Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective at
Total Voting Rights
Following Admission, the total number of Ordinary Shares in issue will be 15,477,395. The Company does not hold any ordinary shares in treasury. Therefore, the total number of Ordinary Shares with voting rights will be 15,477,395. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the
Secondary Sale
Elevage and M&G have agreed to purchase 1,961,074 Sale Shares in aggregate and, following the completion of the Issuance and the Secondary Sale, Elevage and M&G will together hold 4,627,741 Ordinary Shares representing 29.9% of the Company’s enlarged issued share capital.
Completion of the Secondary Sale is expected to take effect contemporaneously with Admission.
The resultant significant shareholdings in the Company, following completion of the Issuance and the Secondary Sale are set out below:
Previous Resultant
percentage percentage
Name Previous holding holding of Resultant holding of
issued share holding enlarged issued
capital share capital on
Admission
Elevage and M&G1 - - 4,627,741 29.90%
2Invest AG2 3,665,242 28.61% 2,229,083 14.40%
Sparta Invest AG2 1,351,718 10.55% 1,351,718 8.73%
Heikki Lanckriet3 1,418,994 11.08% 1,103,288 7.13%
Latonba AG2 752,030 5.87% 752,030 4.72%
Delphi
Unternehmensberatung 638,436 4.98% 638,436 4.12%
AG2
Franciscus De 537,255 4.19% 537,255 3.47%
Busschere
1. On Admission, 2,666,667 Ordinary Shares will be held by Elevage and
1,961,074 Ordinary Shares will be held by M&G.
2. Members or associates of the Deutsche Balaton Group , which is under the
ultimate control of Wilhelm K.T. Zours and will on Admission hold in
aggregate 32.43% of the Company’s enlarged issued share capital.
3. Aggregate shareholding of Dr. Heikki Lanckriet and persons closely
associated with him.
Director Appointment and Board Changes
As previously announced, pursuant to the terms of the new Relationship Agreement, both Elevage and 2Invest AG (“2Invest”) (acting on behalf of itself and its wider group, the
Accordingly, the Company announces the appointment (effective on Admission) of three Non-executive Directors to the Board of the Company, being; Dr.
Mr.
Dr.
Throughout his career,
Earlier in his career,
Mr.
Currently,
Mr.
Amongst his projects,
Further information on the newly appointed Non-executive Directors pertaining to Schedule 2(g) of the AIM Rules for Companies can be found in the Appendix at the end of this announcement.
Dr.
M&G Portfolio Manager,
Capitalised terms used in this announcement shall, unless otherwise defined, have the same meanings as set out in the Company’s announcements of
Enquiries
4basebio PLC
+44 (0)1223 967 943
Dr. Heikki Lanckriet
Elevage Medical Technologies
+1 (646) 722 6530
Doug Allen (Dukas Linden Public Relations)
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 / Ed Downes
Broker Cavendish Capital Markets Limited +44 (0)20 7220 0500
Geoff Nash / 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
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
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
M&G recognises the importance of responsible investing and is a signatory to the United Nations Principles for
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
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
Appendices
Appendix 1 – Schedule 2(g) Disclosures
Mr.
Pursuant to Rule 17 and Schedule 2(g) of the AIM Rules for Companies, the following information is disclosed in respect of Mr.
Current Directorships Previous Directorships held in the past
five years
UK USA Nuclera Ltd Agora Brands LLC
Children's Grief Network Inc USA On Target Laboratories, Inc Elevage Medical Technologies, LP Orbus Therapeutics, Inc Moximed, Inc VertiFlex, Inc Zerigo Health Inc Canada Holland Bloorview Kids Rehabilitation
Hospital
ORT Canada Toronto Innovation Acceleration Partners
Mr.
Pursuant to Rule 17 and Schedule 2(g) of the AIM Rules for Companies, the following information is disclosed in respect of Mr.
Current Directorships Previous Directorships held in the past
five years
Germany Germany
Biofrontera AG* 2invest AG*
bioXXmed AG* Cornerstone Capital Beteiligungen GmbH
CARUS AG* HW Verwaltungs AG*
Deutsche Balaton AG*
DIO Deutsche Immobilien Opportunitäten
AG*
Epigenomics AG*
MISTRAL Media AG *
Nordic SSW 1000 Verwaltungs AG*
SPK Süddeutsche Privatkapital AG*
Poland
Nestmedic SA
* Indicates a position held on the Supervisory Board of the company
Mr.
Pursuant to Rule 17 and Schedule 2(g) of the AIM Rules for Companies, the following information is disclosed in respect of
Current Directorships Previous Directorships held in the past
five years
Germany Germany
2invest AG Carus AG*
Alpha Cleantec AG Deutsche Balaton Immobilien I AG*
Altech Advanced Materials AG HW Verwaltungs AG*
Balaton Agro Invest AG Ming Le Sports AG
Biofrontera AG* BCT bio cleantec AG
Delphi Unternehmensberatung AG Biofrontera AG
Epigenomics AG Decheng Technology AG
Heidelberger Beteiligungsholding AG Enapter AG
Strawtec Group AG KlickOwn AG YVAL Idiosynkratische Investments SE MARNA Beteiligungen AG
Ming Le Sports AG
Australia Nordic SSW 1000 Verwaltungs AG*
Altech Chemicals Limited* OOC CTV Verwaltungs GmbH
GeoPacific Resources Ltd* The Grounds Real Estate Development AG *
Patronus Resources Ltd*
Wiluna Mining Corporation * Australia Azure Minerals Limited *
PNX Metals Limited*
South Harz Potash Limited*
Spartan Resources Limited*
UK
4basebio plc
* Indicates a position held on the Supervisory Board of the company
The Cologne Local Court appointed
In
In
In
On
Appendix 2 – PDMR Disclosures
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 1 Details of the person discharging managerial responsibilities/person closely associated a.Name Heikki Lanckriet 2 Reason for notification a. Position/Status Director b. Initial notification/ Initial notification Amendment 3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor a.Name 4basebio PLC b. LEI 213800E2DX9EAIUNCB30 Details of the transaction(s): section to be repeated for (i) each type of 4 instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted Description of the financial instrument, type of instrument Ordinary shares ofEUR1 each a. GB00BMCLYF79 Identification Code b. Nature of the transaction Sale of shares pursuant to the Secondary Sale. Price(s) Volume(s) c. Price(s) and volume(s) 1,500p 315,706 Price(s) – 1,500p d. Aggregated information Volume(s) - 315,706 e. Date of the transaction13 November 2024 f. Place of the transactionLondon, UK
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 1 Details of the person discharging managerial responsibilities/person closely associated a.Name David Roth 2 Reason for notification a. Position/Status Director b. Initial notification/ Initial notification Amendment 3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor a.Name 4basebio PLC b. LEI 213800E2DX9EAIUNCB30 Details of the transaction(s): section to be repeated for (i) each type of 4 instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted Description of the financial instrument, type of instrument Ordinary shares ofEUR1 each a. GB00BMCLYF79 Identification Code b. Nature of the transaction Sale of shares pursuant to the Secondary Sale. Price(s) Volume(s) c. Price(s) and volume(s) 1,500p 101,834 Price(s) – 1,500p d. Aggregated information Volume(s) - 101,834 e. Date of the transaction13 November 2024 f. Place of the transactionLondon, UK
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 1 Details of the person discharging managerial responsibilities/person closely associated a.Name Dr.Amy Walker 2 Reason for notification a. Position/Status Director b. Initial notification/ Initial notification Amendment 3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor a.Name 4basebio PLC b. LEI 213800E2DX9EAIUNCB30 Details of the transaction(s): section to be repeated for (i) each type of 4 instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted Description of the financial instrument, type of instrument Ordinary shares ofEUR1 each a. GB00BMCLYF79 Identification Code b. Nature of the transaction Sale of shares pursuant to the Secondary Sale. Price(s) Volume(s) c. Price(s) and volume(s) 1,500p 11,459 Price(s) – 1,500p d. Aggregated information Volume(s) - 11,459 e. Date of the transaction13 November 2024 f. Place of the transactionLondon, UK
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 1 Details of the person discharging managerial responsibilities/person closely associated a.Name Joseph Fernández 2 Reason for notification a. Position/Status Director b. Initial notification/ Initial notification Amendment 3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor a.Name 4basebio PLC b. LEI 213800E2DX9EAIUNCB30 Details of the transaction(s): section to be repeated for (i) each type of 4 instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted Description of the financial instrument, type of instrument Ordinary shares ofEUR1 each a. GB00BMCLYF79 Identification Code b. Nature of the transaction Sale of shares pursuant to the Secondary Sale. Price(s) Volume(s) c. Price(s) and volume(s) 1,500p 95,916 Price(s) – 1,500p d. Aggregated information Volume(s) - 95,916 e. Date of the transaction13 November 2024 f. Place of the transactionLondon, UK
