REG - Genflow Biosciences - Issue of Equity & PDMR Notifications

Genflow BiosciencesAnnouncement

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RNS Number : 5160V  Genflow Biosciences PLC  05 March 2026

 

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW PURSUANT TO THE EUROPEAN
UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE PUBLICATION OF THIS
ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS
CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

Genflow Biosciences Plc

 

Successful Subscription to Raise £800,000 and PDMR Notifications

 

 

Genflow Biosciences Plc (LSE: GENF) (OTCQB: GENFF) ("Genflow" or the
"Company"), a European-based biotechnology company focused on the development
of gene therapies for age-related diseases, announces that it has raised
£800,000 (the "Subscription") by way of an issue of 42,105,263 new ordinary
shares of £0.0003 each ("Ordinary Shares") at a price of 1.9p per new
Ordinary Share (the "Issue Price") by way of subscriptions ("Subscription
Shares"), with each Subscription Share being accompanied by one warrant to
subscribe for a new Ordinary Share.

 

The net proceeds from the Subscription are intended to support the advancement
of Genflow's scientific programs and to provide sufficient cash runway,
enabling the Company to engage in potential future licensing negotiations from
a strong position.

 

Both Dr Eric Leire, Chief Executive Officer of the Company and Gad Berdugo,
the newly appointed Chairman of the Company, have participated in the
Subscription.

 

 

Subscribers in the Subscription have been issued with one warrant to subscribe
for one new Ordinary Shares for every Subscription Share, with each Warrant
entitling the holder to acquire one new Ordinary Share at the Issue Price at
any time in the two-year period from issue (the "Warrants").  The Warrants
will be in certificated form and none of the Warrants will be admitted to
trading.

 

If exercised in full, the warrants would result in the issue of up to a
further 42,105,263 ordinary shares and raise up to £800,000).

 

Admission, Conditionality and Total Voting Rights

 

Application will be made for the Subscription Shares to be admitted to trading
("Admission"). Admission is currently expected to become effective on or
around 11 March 2026.

 

On Admission, the issued ordinary share capital of the Company will comprise
535,653,205 Ordinary Shares with one voting right per share.  The Company
does not hold any Ordinary Shares in treasury. Therefore, on Admission, the
total number of Ordinary Shares and voting rights in the Company will be
535,653,205.

 

Following Admission, this figure may be used by shareholders in the Company 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
share capital of the Company under the FCA's Disclosure Guidance and
Transparency Rules.

 

"This financing strengthens our balance sheet, supports continued execution
across our key development programs, and provides sufficient cash runway to
approach potential licensing negotiations from a capitalized position."

 

PDMR Notifications

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         1.    Eric Leire

                                                                  2.    Gad Berdugo

 2   Reason for the notification
 a)  Position/status                                              Director/PDMR

 b)  Initial notification /Amendment                              Initial Notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor

 a)  Name                                                         Genflow Biosciences Plc

 b)  LEI                                                          213800HVOFXRXVEGDN62
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument

     Identification code                                          Ordinary shares of £0.0003 each

                                                                  GB00BP2C3V08
 b)  Nature of the transaction                                    Subscription for new Ordinary Shares
 c)  Price(s) and volume(s)

Price          Volume

                                                                  1.    1.9p     965,789
                                                                  2.    1.9p     965,789
 d)  Aggregated information

Price          Volume

                                                                  1.    1.9p     965,789
                                                                  2.    1.9p     965,789

 

 e)  Date of the transaction                                      2 March 2025
 f)  Place of the transaction                                     London

d)

Aggregated information

 

 

 

 Price          Volume

 1.    1.9p     965,789
 2.    1.9p     965,789

 

 

e)

Date of the transaction

2 March 2025

f)

Place of the transaction

London

 

 

Contacts

 Genflow Biosciences  Harbor Access
 Dr Eric Leire, CEO   Jonathan Paterson, Investor Relations
 +32-477-495-881      +1 475 477 9401
                      Jonathan.Paterson@Harbor-access.com

 

About Genflow Biosciences

Founded in 2020, Genflow Biosciences Plc. (LSE:GENF) (OTCQB:GENFF), a
biotechnology company headquartered in the UK with R&D facilities in
Belgium, is pioneering gene therapies for age-related diseases, with the goal
of promoting longer and healthier lives while mitigating the financial,
emotional, and social impacts of a fast-growing aging global population.
Genflow's lead compound, GF-1002, works through the delivery of a centenarian
variant of the SIRT6 gene which has yielded promising preclinical results.
Genflow's 12-month proof-of-concept clinical trial evaluating their
SIRT6-centenarian gene therapy in aged dogs began in March 2025. Other
programs, include a clinical trial that will explore the potential benefits of
GF-1002 in treating MASH (Metabolic Dysfunction-Associated Steatohepatitis),
the most prevalent chronic liver disease for which there is no effective
treatments. Please visit www.genflowbio.com (http://www.genflowbio.com)   and
follow the Company on LinkedIn
(https://www.linkedin.com/company/genflow-biosciences/?viewAsMember=true) and
X (https://x.com/genflowbio) .

 

DISCLAIMER

The contents of this announcement have been prepared by, and are the sole
responsibility of, the Company.

 

This announcement may contain forward-looking statements. The forward-looking
statements include, but are not limited to, statements regarding the Company's
or the Directors' expectations, hopes, beliefs, intentions or strategies
regarding the future. In addition, any statement that refers to projections,
forecasts or other characterisations of future events or circumstances,
including any underlying assumptions, is a forward-looking statement. The
words "anticipate", "believe", "continue", "could", "estimate", "expect",
"intend", "may", "might", "plan", "possible", "potential", "predict",
"project", "seek", "should", "would" and similar expressions, or in each case
their negatives, may identify forward-looking statements, but the absence of
these words does not mean that a statement is not forward-looking.

 

Forward-looking statements include all matters that are not historical facts.
Forward-looking statements are based on the current expectations and
assumptions regarding the Company, the business, the economy and other future
conditions. Because forward-looking statements relate to the future, by their
nature, they are subject to inherent uncertainties, risks and changes in
circumstances that are difficult to predict. Forward-looking statements are
not guarantees of future performance and the Company's actual financial
condition, actual results of operations and financial performance, and the
development of the industries in which it operates or will operate, may differ
materially from those made in or suggested by the forward-looking statements
contained in this announcement. In addition, even if the Company's financial
condition, results of operations and the development of the industries in
which it operates or will operate, are consistent with the forward-looking
statements contained in this announcement, those results or developments may
not be indicative of financial condition, results of operations or
developments in subsequent periods. Important factors that could cause actual
results to differ materially from those in the forward-looking statements
include regional, national or global, political, economic, social, business,
technological, competitive, market and regulatory conditions.

 

Any forward-looking statement contained in this announcement applies only as
of the date of this announcement and is expressly qualified in its entirety by
these cautionary statements. Factors or events that could cause the Company's
actual plans or results to differ may emerge from time to time, and it is not
possible for the Company to predict all of them. The Company expressly
disclaims any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained in this announcement to
reflect any change in its expectations or any change in events, conditions or
circumstances on which any forward-looking statement contained in this
announcement is based, unless required to do so by applicable law, the
Prospectus Regulation Rules, the Listing Rules, the Disclosure Guidance and
Transparency Rules of the FCA or the UK Market Abuse Regulation.

 

 

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