4d pharma (AIM: DDDD), a pharmaceutical company focusing on significant new therapeutic areas, announces that it has today conditionally placed 14,333,334 new ordinary shares (the "Placing Shares"), through Zeus Capital as broker to the Company, at a placing price of 150p per ordinary share with investors to raise £21.5 million before expenses (the "Placing").
The Placing requires the Company to obtain additional authorities to allot and is therefore conditional on requisite shareholder approval being obtained as well as admission of those Placing Shares to trading on AIM (Admission").
The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing ordinary shares of 0.25 pence each in the capital of the Company then in issue, including the right to receive all dividends and other distributions declared, made or paid in respect of such shares after the date of issue of the Placing Shares.
Following Admission, the Company's issued share capital will consist of 51,582,834 ordinary shares. There are no ordinary shares held in treasury. Therefore, in accordance with the FCA's Disclosure and Transparency Rule 5.6.1, the Company confirms that following Admission, the total number of voting rights in the Company will be 51,582,834.
USE OF PROCEEDS
The Directors intend to use the proceeds of the Placing:
· to further develop Thetanix and Rosburix;
· to develop other new candidates discovered via the Micro Rx platform; and
· to identify, develop and, ultimately acquire other microbiome related projects.
On the admission of the Company's share capital to trading on AIM in February 2014 (the "AIM Listing") the management team had committed to the growth of the business through discovery and development of key assets that they believe will have major impact in life sciences.
At that point the Company was looking at several projects, including orphan drug and live biotherapeutics. Further details of the group's strategy are set out in the admission document, which was published on 11 February 2014 and which is available, free of charge from the Company's website www.4dpharmaplc.com.
DEVELOPMENTS SINCE THE AIM LISTING
The Company has now focussed its current interests solely in the microbiome field and the use of bacteria as live biotherapeutics. The novel field of live biotherapeutics is rapidly growing and developing in both research and interest from pharmaceutical companies and has the potential to fundamentally change the traditional approach of the pharmaceutical industry. The Board believes that this field, which is a new class of therapeutics, could deliver a significant step in the healthcare market providing the opportunity to develop medicines that show a greatly improved safety profile, greater efficacy and the possibility of targeting multiple pathways in a single disease.
At the time of the AIM Listing the Company held a 46 per cent. equity stake in GT Biologics Ltd ("GTB"), a company based in Aberdeen focussed on the development of natural bacteria as therapeutics. In March 2014, the Company announced a further investment into GTB of £1m through a loan which can convert at £10 per share and, in line with its stated strategy to own the maximum possible stake in every asset in which it has an interest, announced on 4 June 2014 that it had increased its stake to approximately 83.5 per cent. through the acquisition of existing GTB shareholders' shares in a share for share exchange.
Having carried out further pre-clinical work on its two candidates, Thetanix (GTB's first programme targeting Paediatric Crohn's Disease) and Rosburix (targeting Paediatric Ulcerative Colitis), GTB is undertaking scale up and product development, prior to commencing clinical trials.
GTB has now also developed a new platform, Micro Rx. This technology allows for the rapid screening of naturally occurring bacteria isolated from the gut that have an effect on human disease pathways potentially across all disease sectors. The Micro Rx program has focussed initially on identifying those bacteria that impact auto-immune conditions. Since the program began in May 2014, GTB has used its platform to isolate several hundred bacteria from healthy human samples, including a number of previously uncharacterised strains. The Micro Rx platform has already identified specific bacteria that influence pathways relevant to a wide range of autoimmune conditions.
On completion of screening against autoimmune conditions, the Group will focus Micro Rx to screen for and develop live biotherapeutics for other important human diseases.
CONTINUATION OF STRATEGY
4d pharma continues to look for and is aware of other potential developments, projects and acquisitions in the field of live-biotherapeutics that the Directors believe will help build and secure 4d pharma as the world leader in this newly emerging field.
A general meeting of shareholders of the Company is to be convened for the purpose of considering the relevant resolutions (the "Resolutions") at 10.00 a.m. on 11 July 2014 at the offices of Schofield Sweeney LLP, Springfield House, 76 Wellington Street, Leeds LS1 2AY and, assuming the Resolutions are passed and the Placing has otherwise become unconditional, completion of the Placing is expected to take place on 14 July 2014. A circular to shareholders convening the requisite general meeting is expected to be posted later today. Assuming that the requisite shareholder approvals are obtained and Admission occurs, the Company will issue pursuant to the Placing 14,333,334 new ordinary shares in the Company which will represent approximately 27.8% of the issued share capital as enlarged by the Placing.
The Directors consider that the Placing and the Resolutions are in the best interests of the Company and its Shareholders as a whole and accordingly recommend that Shareholders vote in favour of the Resolutions, as they intend to do in respect of their own legal and/or beneficial shareholdings, amounting, in aggregate, to 20,000,572 ordinary shares of 0.25 pence each in the capital of the Company (representing approximately 53.7 per cent. of the existing issued ordinary shares in the capital of the Company).
Commenting on the Placing, Duncan Peyton, CEO of 4d pharma plc, said: "We are delighted to have successfully raised these funds through both existing and new investors. We would like to thank existing investors for their continued support and encouragement, and we welcome our new investors to the Company. This is an incredibly exciting time for 4d pharma as it looks to develop and broaden its work in the microbiome field."