REG - AIM Roquefort Theraptcs. - Schedule One - Roquefort Therapeutics PLC

Roquefort TherapeuticsAnnouncement

Mon 08:00

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RNS Number : 8011U  AIM  02 March 2026

 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:

 Roquefort Therapeutics plc ("Roquefort" or the "Company").

 Roquefort will be renamed Coiled Therapeutics plc ("Coiled") upon the
 completion of the acquisition of the AO-252 Licence from A2A Pharmaceuticals,
 Inc. ("A2A") and Coiled Therapeutics Inc. ("Coiled USA") in conjunction with a
 proposed equity fundraising and readmission of the enlarged group to trading
 on AIM ("Readmission").

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

 Registered office and principal trading address:

 85 Great Portland Street

 First Floor

 London

 W1W 7LT

 COUNTRY OF INCORPORATION:

 England and Wales

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

 Current website: https://www.roquefortplc.com/ (https://www.roquefortplc.com/)

 From Readmission: www.coiledplc.com (http://www.coiledplc.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:

 Roquefort is currently listed in the equity shares (transition) category of
 the FCA's Official List and admitted to trading on the Main Market of the
 London Stock Exchange. This admission will be cancelled prior to Readmission.

 Roquefort was established in 2020 with the principal strategy of developing
 pre-clinical next generation medicines on hard-to-treat cancers.

 A2A Pharmaceuticals, Inc and Coiled Therapeutics Inc.

 In November 2025, Roquefort entered into a conditional licence agreement with
 Coiled Therapeutics Inc. ("Coiled USA") and A2A Pharmaceuticals, Inc. ("A2A")
 which grants Roquefort, as licensee, worldwide, exclusive, irrevocable,
 royalty bearing licences to the AO-252 intellectual property and associated
 know-how ("AO-252"), with rights to sub-licence and exploit the inventions in
 all fields and applications, for consideration of circa £31.90 million, which
 is to be satisfied through the issue of Roquefort shares to Coiled USA (the
 "Consideration Shares"). Coiled USA was spun out of A2A in January 2025.

 AO-252

 AO-252 is a novel, brain-penetrant small molecule inhibitor designed to
 disrupt Transforming Acidic Coiled-Coil Containing Protein 3 ("TACC3")
 protein-protein interactions. TACC3 is a protein over-expressed in multiple
 cancer cells and has important roles in DNA damage repair, DNA replication,
 immunity and mitosis, and has shown strong preclinical efficacy with complete
 rumour regression as monotherapy in ovarian, triple negative breast,
 endometrial, gastric and prostate cancers, with strong efficacy in in-vivo
 brain metastases as well.

 AO-252 is currently in a Phase I trial in the USA (trials ID: NCT06136884) in
 advanced solid tumours and is showing encouraging efficacy, responses, and
 clinical benefit with a benign safety profile.

 From Readmission, the Company's main country of operation will be the USA.

 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):

 425,856,539 ordinary shares of 1 pence each in the share capital of the
 Company ("Ordinary Shares") to be admitted, following a proposed share
 consolidation and subdivision. No Ordinary Shares will be held in treasury.

 The Ordinary Shares will be freely transferable and have no restrictions as to
 transfer placed on them.

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

 £8.5 million to be raised on Readmission at an issue price of 10 pence per
 share.

 Anticipated market cap of £42.6 million on Readmission.

 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

 49.3%

 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:

 Not applicable

 THE COMPANY HAS APPLIED FOR THE VOLUNTARY CARBON MARKET DESIGNATION (Y/N)

 No

 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):

 Existing Directors:

 Stephen Paul West, Executive Chairman

 Dr Darrin Matthew Disley, Interim Managing Director

 Jean Marie Duvall, Non-Executive Director

 Dr Simon Rupert Sinclair, Non-Executive Director

 Proposed Directors, from Readmission:

 Dr Sotirios Stergiopoulos, Non-Executive Chairman

 Sridhar Vempati, Chief Executive Officer

 Stephen Paul West, Non-Executive Director

 Jean Marie Duvall, Non-Executive Director

 Pamela Grand Frank, 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):

              Percentage of issued share capital before Admission  Percentage of share capital after Admission
 Jane Whiddon entities      4.91%                                                0.45%
 Stephen Paul West          5.56%                                                0.51%
 Dr Darrin Matthew Disley   4.29%                                                0.30%
 Edward Homer Painter       -                                                    18.70%
 Sridhar Vempati            -                                                    21.46%
 SOSV III LP                -                                                    6.04%
 Dr Sotirios Stergiopoulos  -                                                    8.55%
 Chaemin Lin                -                                                    3.69%
 A2A Pharmaceuticals, Inc.  -                                                    3.52%
 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
 (H) OF THE AIM RULES:

 Not applicable

 (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:

 i)          31 December

 ii)         30 June 2025

 iii)   Annual accounts for the year ending 31 December 2025 by 30 June 2026;
 interim accounts for the 6 months ending 30 June 2026 by 30 September 2026;
 annual accounts for the year ending 31 December 2026 by 30 June 2027.

 EXPECTED ADMISSION DATE:

 27 March 2026

 NAME AND ADDRESS OF NOMINATED ADVISER:

 SP Angel Corporate Finance LLP

 Prince Frederick House

 35-39 Maddox Street

 London

 W1S 2PP

 NAME AND ADDRESS OF BROKERS:

 SP Angel Corporate Finance LLP

 Prince Frederick House

 35-39 Maddox Street

 London

 W1S 2PP

 Shard Capital Partners LLP

 36-38 Cornhill

 London

 EC3V 3NG

 CPS Capital Group Pty Ltd

 Level 41/108

 St Georges Terrace

 Perth WA 6000

 Australia

 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:

 Copies of the document will be available free of charge to the public during
 normal business hours on any day (Saturdays, Sundays and public holidays
 excepted) at the offices of SP Angel Corporate Finance LLP, Prince Frederick
 House, 35-39 Maddox Street, Mayfair, London, W1S 2PP in accordance with the
 AIM Rules. The document will also be available for download from the Company's
 website at www.roquefortplc.com up to Readmission and at www.coiledplc.com
 (http://www.coiledplc.com) post Readmission.

 THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

 The QCA Corporate Governance Code

 DATE OF NOTIFICATION:

 2 March 2026

 NEW/ UPDATE:

 New

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

 

Not applicable

 

(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:

 

i)          31 December

ii)         30 June 2025

iii)   Annual accounts for the year ending 31 December 2025 by 30 June 2026;
interim accounts for the 6 months ending 30 June 2026 by 30 September 2026;
annual accounts for the year ending 31 December 2026 by 30 June 2027.

 

EXPECTED ADMISSION DATE:

 

27 March 2026

 

NAME AND ADDRESS OF NOMINATED ADVISER:

 

SP Angel Corporate Finance LLP

Prince Frederick House

35-39 Maddox Street

London

W1S 2PP

 

NAME AND ADDRESS OF BROKERS:

 

SP Angel Corporate Finance LLP

Prince Frederick House

35-39 Maddox Street

London

W1S 2PP

 

Shard Capital Partners LLP

36-38 Cornhill

London

EC3V 3NG

 

CPS Capital Group Pty Ltd

Level 41/108

St Georges Terrace

Perth WA 6000

Australia

 

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:

 

Copies of the document will be available free of charge to the public during
normal business hours on any day (Saturdays, Sundays and public holidays
excepted) at the offices of SP Angel Corporate Finance LLP, Prince Frederick
House, 35-39 Maddox Street, Mayfair, London, W1S 2PP in accordance with the
AIM Rules. The document will also be available for download from the Company's
website at www.roquefortplc.com up to Readmission and at www.coiledplc.com
(http://www.coiledplc.com) post Readmission.

 

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

 

The QCA Corporate Governance Code

 

DATE OF NOTIFICATION:

 

2 March 2026

 

NEW/ UPDATE:

 

New

 

 

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