REG - Roquefort Theraptcs. - Fundraise & Transaction Update

Roquefort TherapeuticsAnnouncement

16/10/2025 07:00

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RNS Number : 5247D  Roquefort Therapeutics PLC  16 October 2025

16 October 2025

Roquefort Therapeutics plc

("Roquefort Therapeutics" or the "Company")

 

Fundraise & Transaction Update

 

Roquefort Therapeutics plc (LSE:ROQ), the Main Market listed biotech company,
is pleased to announce that it has raised funds of £300,000, with £200,000
by way of advance subscription agreements ("Advance Subscriptions") from
certain strategic investors, and £100,000 by way of a loan from A2A
Pharmaceuticals, Inc. ("A2A Pharma") (the "A2A Pharma Loan").

 

The aggregate net proceeds of the Advance Subscriptions and A2A Pharma Loan
will be used to fund the upfront costs of the proposed transaction with A2A
Pharma and Coiled Therapeutics, Inc. ("Coiled USA") which will result in the
Company acquiring the exclusive licence rights to AO-252, a novel
first-in-class, first-in-human new drug alternative targeting the TACC3
protein for the treatment of certain cancers (the "Proposed Transaction"),
initially announced by the Company on 8 September 2025.

 

Stephen West, the Company's Chairman, participated in the Advance
Subscriptions with an investment of £45,000.

 

Terms of the Advance Subscriptions

The Advance Subscriptions instrument allows investors to subscribe for
ordinary shares in the Company at a discount of 20% to the issue price at the
next placing ("Next Placing Price") undertaken by the Company in conjunction
with the Proposed Transaction.  The determination of the issue price and the
issue of the Advance Subscriptions shares will take place in conjunction with
completion of the Proposed Transaction.  The Advance Subscriptions instrument
includes a right to receive a one for one warrant in the event that the
Advance Subscription shares are still held by the investor on 30 June 2026
("Loyalty Warrant").  The Loyalty Warrant has an exercise price equal to the
Next Placing Price and a term of two years from the issue date.

 

Terms of the A2A Pharma Loan

The A2A Pharma Loan accrues interest at a rate of 5% and is repayable on the
earlier of (a) the date of completion of the Proposed Transaction; (b) the
date falling 12 months after the loan; or (c) the date falling 6 months after
the term sheet relating to the Proposed Transaction is terminated.

 

A2A Pharma may, at its sole discretion, elect to convert some or all of the
A2A Pharma Loan into ordinary shares in Roquefort Therapeutics at a price of
2p per share.

 

Proposed Transaction Update

The Company has appointed all the advisors required to complete the
documentation for the Proposed Transaction and drafting of the main
transaction documents is now progressing well.  The Company will provide
further updates on the Proposed Transaction in due course.

 

Stephen West, Executive Chairman, commented:

"We are pleased to have completed this fundraise which provides the funding
for the upfront costs associated with our recently announced proposed value
accretive transaction.  It is particularly pleasing to see the participation
of A2A Pharma for a significant amount of the proceeds raised, demonstrating
their commitment to move the deal towards completion in an efficient and
timely manner.  We look forward to providing more updates as appropriate as
we hit the critical milestones of this transformative transaction."

 

Enquiries:
 
 Roquefort Therapeutics plc                                    +44 (0)20 3918 8633
 Stephen West (Chairman) / Dr Darrin Disley (Interim MD)
 SP Angel Corporate Finance LLP (Broker to the Company)        +44 (0)20 3470 0470

 David Hignell / Vadim Alexandre / Devik Mehta
 CPS Capital (Broker to A2A Pharmaceuticals & Coiled USA)      +61 (0)8 9223 2222

 Jason Peterson / David Valentino
 Burson Buchanan (Public Relations)                            +44 (0)20 7466 5000

 Ben Romney / Jamie Hooper

 

 

LEI: ‎254900P4SISIWOR9RH34

 

For further information on Roquefort Therapeutics,
please visit www.roquefortplc.com (http://www.roquefortplc.com/)

 

This announcement contains inside information for the purposes of Article 7 of
the UK version of Market Regulation (EU) No 596/2014 on Market Abuse as it
forms part of UK domestic law by virtue of the European Union (Withdrawal) Act
2018, as amended ("UK MAR").

 

About Coiled USA

Coiled USA is a clinical stage oncology company and is a spin-out of A2A
Pharmaceuticals, Inc. ("A2A Pharma"). Coiled USA, in conjunction with A2A
Pharma, holds the exclusive worldwide rights to AO-252, a novel,
brain-penetrant small molecule inhibitor designed to disrupt TACC3
protein-protein interactions.  Coiled USA has advanced the AO-252 program
through pre-clinical development and IND approval and commenced Phase I trials
in the USA (trials ID: NCT06136884).  Coiled USA is actively enrolling
patients to test for safety and efficacy in patients whose cancer has
progressed on other treatments.

 

About A2A Pharma

A2A Pharma is a private, well-funded company that uses proprietary
computational systems, including generative AI with its SCULPT™ platform to
accelerate the development of novel drug alternatives for life threatening
diseases like cancer.  This enables a more efficient process than traditional
trial and error approaches to drug discovery.

 

A2A Pharma aims to develop therapies to early clinical stages and then spin
them out into standalone entities to progress them through clinical
development.  In 2018 A2A Pharma spun out its MLL-Menin program to Biomea
Fusion, Inc. ("Biomea Fusion"), a company that completed an IPO on Nasdaq in
2021 raising US$153 million and listing with a market capitalisation of US$464
million.  Post-IPO, Biomea Fusion's market capitalisation reached a peak of
over US$1 billion.

 

Further information on A2A Pharmaceuticals can be found at:
https://www.a2apharma.com/ (https://www.a2apharma.com/)

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