Syncona Limited

Autolus Announces Partial Exercise of Underwriters' Option to Purchase Additional ADSs

22 December 2022

Syncona Ltd, a leading healthcare company focused on creating, building and scaling global leaders in life science, notes that its portfolio company, Autolus Therapeutics plc ("Autolus") yesterday announced that the underwriters of its previously announced public offering of American Depositary Shares ("ADSs") which closed on December 13, 2022, have partially exercised their option to purchase an additional 6,927,102 ADSs, at a price per ADS of $2.00, resulting in additional gross proceeds to Autolus of approximately $13.9 million (£11.5 million)[1]. After giving effect to the issuance of these additional shares, which closed yesterday, Autolus has sold a total of 81,927,102 ADSs in the offering for aggregate gross proceeds of approximately $163.9 million (£135.6 million).

Syncona invested approximately $28.0 million (£23.2 million) in the offering. Following the offering, Syncona retains a stake of approximately 17.9% in Autolus (amounting to 33,527,163 ordinary shares) which was valued at £55.5 million on 21 December 2022 according to the offering price.

This announcement does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

The securities described above were offered by Autolus pursuant to an effective shelf registration statement that was previously filed with the U.S. Securities and Exchange Commission ("SEC"). A final prospectus supplement to the accompanying prospectus describing the terms of the offering was filed with the SEC.  The offering was made only by means of a written prospectus and prospectus supplement that form a part of the registration statement, which, for the avoidance of doubt, does not constitute a "prospectus" for the purposes of the Regulation (EU) 2017/1129 and has not been reviewed by any competent authority in any member state in the European Economic Area. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained for free from either of the joint book-running managers for the offering, Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, or by telephone at +1 877 821 7388 or by email at [email protected]; William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, by telephone at (800) 621-0687, or by email at [email protected]; or Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 500 West 33rd Street, New York, New York, 10001, at (800) 326-5897 or email a request to [email protected].

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Enquiries

Syncona Ltd

Annabel Clark / Fergus Witt

Tel: +44 (0) 20 3981 7940

FTI Consulting

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About Syncona

Syncona's purpose is to invest to extend and enhance human life. We do this by creating and building companies to deliver transformational treatments to patients in areas of high unmet need.

Our strategy is to create, build and scale companies around exceptional science to create a diversified portfolio of 20-25 globally leading healthcare businesses, across development stage and therapeutic areas, for the benefit of all our stakeholders. We focus on developing treatments for patients by working in close partnership with world-class academic founders and management teams. Our balance sheet underpins our strategy enabling us to take a long-term view as we look to improve the lives of patients with no or poor treatment options, build sustainable life science companies and deliver strong risk-adjusted returns to shareholders.

About Autolus

Autolus is a clinical-stage biopharmaceutical company developing next-generation, programmed T cell therapies for the treatment of cancer. Using a broad suite of proprietary and modular T cell programming technologies, Autolus is engineering precisely targeted, controlled and highly active T cell therapies that are designed to better recognize cancer cells, break down their defense mechanisms and eliminate these cells. Autolus has a pipeline of product candidates in development for the treatment of hematological malignancies and solid tumors. For more information, please visit www.autolus.com.