Schedule One - 4basebio UK Societas | RNS | Ticker

Schedule One - 4basebio UK Societas

RNS Announcement

RNS Number : 5245M

AIM

22 January 2021

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

4basebio UK Societas

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

25 Norman Way

Over

Cambridge CB24 5QE

United Kingdom

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.4basebio.com

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

4basebio UK Societas ("4bb" or "the Company") is a specialist life sciences group focused on therapeutic DNA for gene therapies and DNA vaccines and providing solutions for effective and safe delivery of these DNA based products to patients. Its main country of operation is the UK. It is the intention of the Company to become a market leader in the manufacture and supply of high purity, synthetic DNA for research, therapeutic and pharmacological use. The principal objective of 4bb is to validate and scale its DNA synthesis process with a view to manufacturing Good Manufacturing Practice ("GMP") grade DNA, suitable for use in gene therapies and DNA vaccines.

The Company has been divested from 4basebio AG ("4bb AG"), a German company listed on the Prime Standard segment of the Frankfurt Stock Exchange, following the disposal by 4bb AG (then named Expedeon AG) of its proteomics and immunology business to AIM-quoted Abcam plc in January 2020 for €120million. Following the disposal, 4bb AG retained its genomics business which owned and licensed certain intellectual property including its proprietary, patent-protected technology, TruePrime™. This is the foundation for building the Company's synthetic DNA manufacturing business which 4bb AG transferred to the Company along with funding to continue the Company's development and investment.

On Admission, the Company will have cash reserves of approximately £14.4million which the Directors consider will provide sufficient working capital for the development and scale-up of the business to commercialisation. The Company is further supported by a funding facility of up to €25million from 4basebio AG which the Company may use to pursue its development strategy.

The Company has a wholly-owned Spanish subsidiary, 4basebio S.L.U. ("4bb Spain") and a wholly-owned UK subsidiary, 4basebio UK Limited ("4bb UK") which in turn wholly-owns 4basebio Discovery Limited ("4bb Discovery").

4bb UK focuses on the DNA validation and scaling work required as a prerequisite to moving to GMP manufacturing. It is expected that 4bb UK's operations will continue to expand as it becomes the group's centre of large-scale production.

4bb Discovery was created as a particle and indication research and development arm of the group with the intention of developing intellectual property around non-viral delivery platforms.

4bb Spain is involved in the manufacture of enzymes which are typically used for diagnostic and laboratory test kits.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

12,317,473 ordinary shares of no par value to be issued at 118 pence per ordinary share.

The shares carry one vote per share and the right to dividends.

All of the Company's AIM securities will be freely transferable.

No ordinary shares will be held as treasury shares on Admission to AIM.

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

No capital to be raised on Admission.

Anticipated market capitalisation on Admission: £14.53m

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

66.29%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

None

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Timothy (Tim) Paul McCarthy - Independent Non-executive Chairman

Heikki Lanckriet - Chief Executive Officer

David John Roth - Chief Financial Officer

Hansjörg Plaggemars - Non-executive Director

Joseph (Joe) Manuel Fernández - Non-executive Director

Maria del Pilar de la Huerta Martinez - Independent Non-executive Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Significant Shareholders	% holding of the Company before admission	% holding of the Company after admission
4basebio AG	29.76%	29.76%
Sparta AG*	10.97%	10.97%
Heikki Lanckriet (Director)	10.04%	10.04%
Delphi Unternehmensberatung AG*	5.18%	5.18%
Deutsche Balaton AG*	4.11%	4.11%
Joseph (Joe) Manuel Fernández (Director)	3.64%	3.64%

Note

* - members or associates of a group of companies under the ultimate control of Wilhelm K.T. Zours ("Deutsche Balaton Group"), which, together with other Deutsche Balaton Group entity Latonba AG (holding 0.01%), hold in aggregate 20.28% of the Company's issued share capital.

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

KPMG S.A.

KPMG LLP

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(1) 30 December

(2) 30 June 2020

(3) 30 June 2021, 30 September 2021, 30 June 2022

EXPECTED ADMISSION DATE:

5 February 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

Cairn Financial Advisers LLP

Cheyne House

Crown Court

62-63 Cheapside

EC2V 6AX

NAME AND ADDRESS OF BROKER:

finnCap Ltd

1 Bartholomew Close

London

EC1A 7BL

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

Electronic copies of the Admission Document will be available from the Company's website, www.4basebio.com, from Admission.

The Admission Document will contain full details about the applicant and the admission of its securities.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

DATE OF NOTIFICATION:

22 January 2021

NEW/ UPDATE:

New

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END

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RNS metadata

Title: Schedule One - 4basebio UK Societas
Time: 08:00:02
Date: 22 Jan 2021
Category: Capital structure
ID: 5245M