REG - Genflow Biosciences - Holding(s) in Company
22/03/2023 16:00
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RNS Number : 9080T Genflow Biosciences PLC 22 March 2023
22 March 2023
Genflow Biosciences Plc
("Genflow" or "the Company")
Notification of Major Shareholding and
Change of Registered Office
Genflow Biosciences (LSE: GENF), has received notification that Theseus
Capital Ltd (Theseus"), has transferred a majority of the Ordinary Shares
(14,500,000) held by it to Samantha Bauer (wife of Ronald Bauer who is the
sole shareholder and director of Theseus). Prior to the aforementioned
transfer of shares, and as a condition thereof, Mrs Bauer has entered into an
Orderly Market Agreement, the obligations and restrictions of which are
equivalent to those to which Theseus was subject at the time of the Company's
listing.
The Company has also changed its registered office to: 6 Heddon Street,
London, W1B 4BT.
Theseus Capital Ltd - Notification
1a. Identity of the issuer or the underlying issuer of existing shares to GENFLOW BIOSCIENCES PLC
which voting rights are attached (ii):
1b. Please indicate if the issuer is a non-UK issuer (please mark with an
"X" if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with
an "X")
An acquisition or disposal of voting rights x
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify) (iii):
3. Details of person subject to the notification obligation (iv)
Name THESEUS CAPITAL LTD
City and country of registered office (if applicable) London, UK
4. Full name of shareholder(s) (if different from 3.) (v)
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached (vi): 20/03/2023
6. Date on which issuer notified (DD/MM/YYYY): 22/03/2023
7. Total positions of person(s) subject to the notification obligation
% of voting rights attached to shares (total of 8. A) % of voting rights through financial instruments Total of both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) (vii)
(total of 8.B 1 + 8.B 2)
Resulting situation on the date on which threshold was crossed or reached 0.003000% 0% 0.003000% 1,000,000
Position of previous notification (if 5.32% 0% 5.32%
applicable)
8. Notified details of the resulting situation on the date on which the
threshold was crossed or reached (viii)
A: Voting rights attached to shares
Class/type of Number of voting rights (ix) % of voting rights
shares
ISIN code (if possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (DTR5.2.1)
Ordinary/ GB00BP2C3V08 1,000,000 0.003000%
SUBTOTAL 8. A 1,000,000 0.003000%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument Expiration Exercise/ Number of voting rights that may be acquired if the instrument is % of voting rights
date (x)
Conversion Period (xi)
exercised/converted.
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial instrument Expiration Exercise/ Physical or cash Number of voting rights % of voting rights
date (x)
Conversion Period (xi)
Settlement (xii)
SUBTOTAL 8.B.2
9. Information in relation to the person subject to the notification
obligation (please mark the
applicable box with an "X")
Person subject to the notification obligation is not controlled by any natural
person or legal entity and does not control any other undertaking(s) holding
directly or indirectly an interest in the (underlying) issuer (xiii)
Full chain of controlled undertakings through which the voting rights and/or x
the
financial instruments are effectively held starting with the ultimate
controlling natural person or legal entity (please add additional rows as
necessary) (xiv)
Name (xv) % of voting rights if it equals or is higher than the notifiable threshold % of voting rights through financial instruments if it equals or is higher Total of both if it equals or is higher than the notifiable threshold
than the notifiable threshold
Ronald Bauer 0.003000% 0% 0.003000%
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information (xvi)
Place of completion London, UK
Date of completion 22/03/2023
Samantha Bauer - Notification
1a. Identity of the issuer or the underlying issuer of existing shares to GENFLOW BIOSCIENCES PLC
which voting rights are attached (ii):
1b. Please indicate if the issuer is a non-UK issuer (please mark with an
"X" if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with
an "X")
An acquisition or disposal of voting rights x
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify) (iii):
3. Details of person subject to the notification obligation (iv)
Name Samantha Bauer
City and country of registered office (if applicable)
4. Full name of shareholder(s) (if different from 3.) (v)
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached (vi): 20/03/2023
6. Date on which issuer notified (DD/MM/YYYY): 22/03/2023
7. Total positions of person(s) subject to the notification obligation
% of voting rights attached to shares (total of 8. A) % of voting rights through financial instruments Total of both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) (vii)
(total of 8.B 1 + 8.B 2)
Resulting situation on the date on which threshold was crossed or reached 4.960000% 0% 4.960000% 14,500,000
Position of previous notification (if 0 0%
applicable)
8. Notified details of the resulting situation on the date on which the
threshold was crossed or reached (viii)
A: Voting rights attached to shares
Class/type of Number of voting rights (ix) % of voting rights
shares
ISIN code (if possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (DTR5.2.1)
Ordinary/ GB00BP2C3V08 14,500,000 4.960000%
SUBTOTAL 8. A 14,500,000 4.960000%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument Expiration Exercise/ Number of voting rights that may be acquired if the instrument is % of voting rights
date (x)
Conversion Period (xi)
exercised/converted.
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial instrument Expiration Exercise/ Physical or cash Number of voting rights % of voting rights
date (x)
Conversion Period (xi)
Settlement (xii)
SUBTOTAL 8.B.2
9. Information in relation to the person subject to the notification
obligation (please mark the
applicable box with an "X")
Person subject to the notification obligation is not controlled by any natural x
person or legal entity and does not control any other undertaking(s) holding
directly or indirectly an interest in the (underlying) issuer (xiii)
Full chain of controlled undertakings through which the voting rights and/or
the
financial instruments are effectively held starting with the ultimate
controlling natural person or legal entity (please add additional rows as
necessary) (xiv)
Name (xv) % of voting rights if it equals or is higher than the notifiable threshold % of voting rights through financial instruments if it equals or is higher Total of both if it equals or is higher than the notifiable threshold
than the notifiable threshold
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information (xvi)
Place of completion London, UK
Date of completion 22/03/2023
The information communicated in this announcement is inside information for
the purposes of Article 7 of Regulation 596/2014.
For further information please contact:
Genflow Biosciences Plc
Dr Eric Leire +32 477 495 881
Chief Executive
Clear Capital Markets
Corporate Broker +44 203 869 6080
About Genflow Biosciences
Genflow is a UK-based biotechnology company established in 2020. The Company
is developing gene therapies designed to target the aging process and to
reduce and delay the incidence of age-related diseases. This will be done
through novel therapeutics targeting aging in humans by using adeno-associated
virus ("AAV") vectors to deliver copies of the Sirtuin-6 ("SIRT6") gene
variant that is found in centenarians into cells.
Its mission is to increase our understanding of the factors that control and
impact lifespan. Genflow researchs, develops, and commercialises therapeutic
solutions to lengthen health span, the amount of time we live in good health,
creating biological interventions that enable longer and healthier lives.
Genflow is dedicated to the development and commercialisation of novel
therapeutics targeting aging in dogs and humans. By treating aging, Genflow
can contribute to a decrease in healthcare costs and lessen the emotional and
societal burden that comes with an aging population.
To learn more visit www.genflowbio.com (http://www.genflowbio.com)
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