REG - BSF Enterprise PLC - Oversubscribed £2.9 million fundraise

BSF EnterpriseAnnouncement

29/03/2023 07:00

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RNS Number : 5427U  BSF Enterprise PLC  29 March 2023

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE MARKET ABUSE REGULATION EU NO. 596/2014, AS RETAINED AND APPLICABLE IN THE UK PURSUANT TO  THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
29 March 2023

BSF Enterprise PLC

("BSF" or the "Company")

Oversubscribed £2.9 million fundraise

BSF Enterprise plc (LSE: BSFA), a company focused on unlocking the next
generation of biotech solutions, announces that it has raised £2.9 million by
way of an oversubscribed placing (the "Placing") of 16,317,648 new ordinary
shares in the capital of the Company ("Placing Shares") at a price of 17p per
share (the "Placing Price") and additionally, the subscription of 882,352 new
ordinary shares ("Subscription Shares") by investors procured directly by the
Company ("Subscribers") also at the Placing Price (the "Subscription").

Placees will be issued a warrant for every two Placing Shares subscribed for
as part of the Placing, exercisable at 34 pence per Ordinary Share ("Exercise
Price"). In total, 8,600,000 warrants will be granted pursuant to the Placing,
all exercisable at the Exercise Price and expiring on the third anniversary of
Admission. In addition, Shard Capital has also been granted broker warrants
equal to 2 per cent of the total number of Placing Shares subscribed for
pursuant to the Placing, representing 326,352 warrants.

In addition, the Subscribers have also been granted a warrant for every two
Subscription Shares purchased exercisable at the Exercise Price and which also
expire on the third anniversary of Admission (the Subscription and the Placing
together referred to as the "Fundraising" and the Placing Warrants and the
Subscription Warrants together referred to as the "Fundraising Warrants").

The Fundraising Warrants are granted conditional on (i) any requirement for
the Company to publish or ‎procure ‎the publication ‎of a prospectus
pursuant to the Prospectus Regulation Rules ‎‎Sourcebook ‎contained in
the FCA Handbook as soon as reasonably practicable following Admission, and
(ii) the Company obtaining approval from shareholders to disapply statutory
pre-emption rights.

Use of Placing Proceeds

BSF's wholly owned subsidiary, 3D Bio Tissues ("3DBT"), is growing rapidly.
With this in mind, the net proceeds of the Placing will be used to provide
working capital to support the organic growth of the Company through:

 

·   Continued development of the Company's cultivated meat fillets, aimed at
demonstrating the effectiveness of its patented City-Mix™ technology which
has a number of advantages over traditional media used in the production of
cultivated meat.

·    The ongoing expansion of 3DBT's City-Mix™ production capacity to
support new business opportunities. 3DBT has engaged with over 60 Cellular
Agriculture companies of which 26 have progressed to new business
opportunities, representing a 43% conversion rate. From these 26 business
opportunities, 22 product evaluations are already underway with a view to
incorporating City-Mix™ into cultured media formulations.

·    Serving new global target markets, including biotech companies, such
as those working in gene therapy, stem cells and regenerative medicine; and
life sciences companies. An indirect sales model is the preferred approach for
the biotech and life sciences markets, and 3DBT is currently engaging with
appropriate distributors in the UK, France, Canada, Australia, Switzerland,
Italy and the Netherlands.

·     Further development of 3DBT's lab-grown leather products.

·     The advancement of 3DBT's cornea proposition, finalising the
process for full thickness cornea production.

 

Che Connon, Managing Director of BSF Enterprise, said: "The support we have
achieved for our strategy is very pleasing. After engaging in a significant
number of new business opportunities in 2022, our portfolio company 3DBT
continues to build momentum and deliver on its strategy of developing
City-Mix™ for a variety of high growth markets. With a strong 2023 pipeline
in place, these funds will support further organic growth as we seek to grow
the business both through our Go To Market strategy and expansion into new
markets."

Admission and Total Voting Rights

Application will be made for admission of the Placing Shares and the
Subscription Shares to trading on the Main Market ("Admission"). It is
expected that Admission will be on or around 14 April. The Placing Shares and
the Subscription Shares will rank pari passu in all respects with the
Company's existing ordinary shares. Following Admission, the total number of
ordinary shares in the Company in issue will be 86,036,937. This figure may be
used by shareholders 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 Company under the FCA's Disclosure and Transparency
Rules.

 

For further enquiries, please visit www.bsfenterprise.com
(http://www.bsfenterprise.com/)  or contact:

 BSF Enterprise PLC                       Via SEC Newgate below
 Geoff Baker - Non-Executive Director

 Che Connon - Executive Director

 Shard Capital (Broker)
 Damon Heath                              020 7186 9900

 Isabella Pierre

 SEC Newgate (Financial Communications)
 Bob Huxford                              020 3757 6882

 Elisabeth Cowell                         BSF@secnewgate.co.uk

 George Esmond

 

ISIN of the Ordinary Shares is GB00BHNBDQ51

SEDOL Code is BHNBDQ5.

 

Notes to Editors

BSF Enterprise PLC (BSF) is focused on unlocking the next generation of
biotechnological solutions - using cell-based tissue engineering to help
generate cultured meat, lab-grown leather, as well as human corneas, collagen
growth and skin substitutes, as part of a radical transformation to deliver
sustainable solutions across a variety of sectors.

 

It owns 100% of 3D Bio-Tissues (3DBT), a tissue engineering with
patent-protected IP that is already producing human corneas to help restore
vision to millions of people. Building on this success, it aims to
produce the UK's first high quality lab-grown meat from its laboratory in
Newcastle the next 12 months, transforming the meat-production industry
towards an ethical and sustainable practice.

 

BSF aims to deliver growth to shareholders through the continued
commercialisation of 3DBT's IP, which has multiple applications, as well as
through M&A. It aims to acquire a suite of technologies that underpins the
development of tissue templating for corneas, meat and leather, and license
out the IP to manufacturers, wholesalers and distributors to help manufacture
the products at scale.

 

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