REG - Syncona Limited - Autolus offering (Amendment)

SynconaAnnouncement

08/02/2024 13:00

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RNS Number : 5306C  Syncona Limited  08 February 2024

HEADLINE AND GENERAL TEXT AMENDMENT

 

The following amendments have been made to the Syncona Limited announcement
released on 8 February at 12:13 under RNS No 5252C.

 

The headline has been amended to 'Autolus announces pricing of underwritten
offering'.

 

The text in the announcement has been amended to reflect that the proceeds
from the strategic collaboration between Autolus and BioNTech SE are
anticipated proceeds.

 

All other details remain unchanged.

 

The full amended text is shown below.

 

 

Syncona Limited

 

Autolus announces pricing of underwritten offering

 

08 February 2024

 

Syncona Ltd, a leading life science investor focused on creating, building and
scaling global leaders in life science, notes that its portfolio
company, Autolus Therapeutics plc ("Autolus") today announced the pricing of
Autolus' underwritten offering in the United States of 58,333,336 American
Depositary Shares ("ADSs") representing 58,333,336 ordinary shares, at a
public offering price of $6.00 per ADS, for total gross proceeds of
approximately $350.0 million (£277.2 million)(( 1  (#_ftn1) )). All ADSs
sold in the offering were offered by Autolus. The offering is expected to
close on February 12, 2024, subject to customary closing conditions.

 

Following this offering and including the anticipated proceeds of $200 million
for the issuance of ADSs by Autolus to BioNTech SE ("BioNTech") as part of
Autolus' strategic collaboration with BioNTech, Syncona will retain a stake
of approximately 11.8% in Autolus (amounting to 33,527,162 ordinary shares)
which was valued at £167.8 million at close of business on 07 February
2024.

 

Chris Hollowood, CEO of Syncona Investment Management Limited, said: "The
collaboration with BioNTech and the pricing of today's financing are fantastic
achievements for Autolus. The company is now well funded to deliver obe-cel's
path in r/r adult acute lymphoblastic leukaemia and will be able to accelerate
its oncology pipeline programmes and broaden the use of Autolus' technology
into autoimmune indications. A core premise of Syncona's strategy is to build
and fund companies to late-stage development. We are proud Autolus has
achieved the milestone of a BLA submission and has also now secured the
funding to deliver on the next critical leg of the journey - delivering its
potentially transformational product to patients. We look forward to seeing
the FDA's decision around the approval of obe-cel in November 2024."

 

This announcement does not constitute an offer to sell or the solicitation of
an offer to buy securities, and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of
that jurisdiction.

 

When available, copies of the final prospectus supplement and the accompanying
prospectus relating to the offering may be obtained for free from the joint
book-running managers for the offering, Jefferies LLC, Attention: Equity
Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by
telephone at (877) 821-7388 or by email at
Prospectus_Department@Jefferies.com; or Truist Securities, Inc., Attention:
Prospectus Department, 3333 Peachtree Road NE, 9th floor, Atlanta, GA 30326,
email: TruistSecurities.prospectus@Truist.com, or by telephone:
1-800-685-4786.

 

The announcement can be accessed on Autolus' investor website at
https://www.autolus.com/investor-relations/news/
(https://www.autolus.com/investor-relations/news/) and the full text of the
announcement from Autolus is contained below.

 ENDS 

Enquiries

Syncona Ltd

 

Annabel Clark / Fergus Witt

Tel: +44 (0) 20 3981 7940

 

FTI Consulting

 

Ben Atwell / Natalie Garland-Collins / Tim Stamper

Tel: +44 (0) 20 3727 1000

 

About Syncona

Syncona's purpose is to invest to extend and enhance human life. We do this by
creating and building companies to deliver transformational treatments to
patients in areas of high unmet need.

Our strategy is to create, build and scale companies around exceptional
science to create a diversified portfolio of 20-25 globally leading healthcare
businesses, across development stage and therapeutic areas, for the benefit of
all our stakeholders. We focus on developing treatments for patients by
working in close partnership with world-class academic founders and management
teams. Our balance sheet underpins our strategy enabling us to take a
long-term view as we look to improve the lives of patients with no or poor
treatment options, build sustainable life science companies and deliver strong
risk-adjusted returns to shareholders.

 

Syncona Limited seeks to achieve returns over the long term. Investors should
seek to ensure they understand the risks and opportunities of an investment in
Syncona Limited, including the information in our published documentation,
before investing.

 

 

About Autolus

 

Autolus is a clinical-stage biopharmaceutical company developing
next-generation, programmed T cell therapies for the treatment of cancer.
Using a broad suite of proprietary and modular T cell programming
technologies, Autolus is engineering precisely targeted, controlled and highly
active T cell therapies that are designed to better recognize cancer cells,
break down their defense mechanisms and eliminate these cells. Autolus has a
pipeline of product candidates in development for the treatment of
hematological malignancies and solid tumors. For more information, please
visit www.autolus.com (http://www.autolus.com) .

 

Autolus Announces Pricing of Underwritten Offering

LONDON - 8 February 2024 - Autolus Therapeutics plc (Nasdaq: AUTL), a
clinical-stage biopharmaceutical company developing next-generation programmed
T cell therapies, today announced the pricing of an underwritten offering in
the United States of 58,333,336 American Depositary Shares ("ADSs")
representing 58,333,336 ordinary shares at a public offering price of $6.00
per ADS, for total gross proceeds of $350 million. All ADSs sold in the
offering were offered by Autolus. Autolus intends to use the net proceeds from
this offering, together with its existing cash and cash equivalents and the
$250 million it will receive from BioNTech SE, consisting of upfront payments
under a license and option agreement and gross proceeds from the sale of ADSs
to BioNTech SE in a private placement, to advance the clinical development of
its obe-cel program and fund manufacturing activities for obe-cel, development
of its commercial infrastructure and working capital and other general
corporate purposes. The offering is expected to close on February 12, 2024,
subject to customary closing conditions.

Jefferies LLC and Truist Securities, Inc. are acting as joint bookrunners for
the offering. Mizuho Securities USA LLC, Needham & Company, LLC and Van
Lanschot Kempen (USA) Inc. are acting as co-managers.

The securities are being offered pursuant to an automatic shelf registration
statement on Form S-3 that was previously filed with the Securities and
Exchange Commission ("SEC"). A final prospectus supplement relating to the
offering will also be filed with the SEC. These documents can be accessed for
free through the SEC's website at www.sec.gov.

The offering will be made only by means of a written prospectus and prospectus
supplement that form a part of the registration statement, which, for the
avoidance of doubt, will not constitute a "prospectus" for the purposes of the
Regulation (EU) 2017/1129 and has not been reviewed by any competent authority
in any member state in the European Economic Area.

When available, copies of the final prospectus supplement and the accompanying
prospectus relating to the offering may be obtained for free from the joint
book-running managers for the offering, Jefferies LLC, Attention: Equity
Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by
telephone at (877) 821-7388 or by email at
Prospectus_Department@Jefferies.com; or Truist Securities, Inc., Attention:
Prospectus Department, 3333 Peachtree Road NE, 9th floor, Atlanta, GA 30326,
email: TruistSecurities.prospectus@Truist.com, or by telephone:
1-800-685-4786.

This press release does not constitute an offer to sell or the solicitation of
an offer to buy securities, and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of
that jurisdiction.

About Autolus

Autolus is a clinical-stage biopharmaceutical company developing
next-generation, programmed T cell therapies for the treatment of cancer and
autoimmune disease. Using a broad suite of proprietary and modular T cell
programming technologies, Autolus is engineering precisely targeted,
controlled and highly active T cell therapies that are designed to better
recognize target cells, break down their defense mechanisms and eliminate
these cells. Autolus has a pipeline of product candidates in development for
the treatment of hematological malignancies, solid tumors and autoimmune
diseases. For more information, please visit www.autolus.com.

Forward-Looking Statements

This press release contains certain forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995, including statements with regard to Autolus' expectations
regarding the completion and use of proceeds from the proposed securities
offering. Words such as "anticipates," "believes," "expects," "intends,"
"projects," and "future" or similar expressions are intended to identify
forward-looking statements. These forward-looking statements are subject to
the inherent uncertainties in predicting future results and conditions and no
assurance can be given that the proposed securities offering discussed above
will be consummated on the terms described or at all. Completion of the
proposed offering and the terms thereof are subject to numerous factors, many
of which are beyond the control of Autolus, including, without limitation,
market conditions, failure of customary closing conditions and the risk
factors and other matters set forth in Autolus' Annual Report on Form 20-F for
the year ended December 31, 2022 and other filings Autolus makes with the SEC
from time to time. Autolus undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required by law.

##

Contacts:

 

Olivia Manser

+44 (0) 7780 471568

o.manser@autolus.com

Julia Wilson

+44 (0) 7818 430877

j.wilson@autolus.com

Susan A Noonan

S.A. Noonan Communications

+1-917-513-5303

susan@sanoonan.com

 

 

 

 

 1  (#_ftnref1) FX rate taken at 07 February 2024

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