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RNS Number : 1194E
4d Pharma PLC
09 March 2022
4D pharma Files Registration Statement on Form F-3 with U.S.
Securities and Exchange Commission
Leeds, UK, March 9, 2022 - 4D pharma plc (AIM: DDDD, NASDAQ:
LBPS) , a pharmaceutical company leading the development of Live
Biotherapeutic products (LBPs), a novel class of drug derived from
the microbiome, today announces that it has filed a shelf
registration statement on Form F-3 (File No. 263372) (the
"Registration Statement") with the U.S. Securities and Exchange
Commission ("SEC") pursuant to which the Company may offer up to
$150,000,000 of its ordinary shares nominal value 0.25 pence per
ordinary share (the "Ordinary Shares") in the form of American
Depositary Shares ("ADSs"), with each ADS representing eight
Ordinary Shares.
The Registration Statement has not yet become effective, and
will expire on the third anniversary of the effectivity date. These
securities may not be sold nor may offers to buy be accepted prior
to the time the Registration Statement becomes effective. A copy of
the Registration Statement may be obtained on the SEC's website at
www.sec.gov. The filing of the Registration Statement does not
affect the statutory pre -- emption rights of shareholders in the
Company.
The specifics of any future offering, including the prices and
terms of the ADSs offered by the Company, will be determined at the
time of any such offering and will be described in detail in a
prospectus supplement filed by the Company with the SEC in
connection with such offering. The Company has no immediate plans
to offer ADSs pursuant to the Registration Statement.
Unless otherwise indicated in a prospectus supplement, the
Company expects to use the net proceeds from sales of any ADSs
pursuant to the Registration Statement for general corporate
purposes, which may include working capital, capital expenditures,
research and development expenditures, clinical trial expenditures,
commercial expenditures, milestone payments under in-license
agreements, and possible acquisitions or in-license of additional
compounds, product candidates or technology. Accordingly, the
Company will have significant discretion in the use of any net
proceeds.
This announcement shall not constitute an offer to sell or the
solicitation of an offer to buy the Ordinary Shares or ADSs, nor
shall there be any sale of the Ordinary Shares or ADSs in any state
or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Neither this announcement nor the Registration Statement forms
part of an offer of transferable securities to the public in the
United Kingdom and no prospectus has been, or is required to be,
submitted to the U.K. Financial Conduct Authority for approval.
About 4D pharma
4D pharma is a world leader in the development of Live
Biotherapeutics, a novel and emerging class of drugs, defined by
the FDA as biological products that contain a live organism, such
as a bacterium, that is applicable to the prevention, treatment or
cure of a disease. 4D pharma has developed a proprietary platform,
MicroRx(R), that rationally identifies Live Biotherapeutics based
on a deep understanding of function and mechanism.
4D pharma's Live Biotherapeutic products (LBPs) are orally
delivered single strains of bacteria that are naturally found in
the healthy human gut. The Company has five clinical programs,
namely a Phase I/II study of MRx0518 in combination with
KEYTRUDA(R) (pembrolizumab) in solid tumors, a Phase I study of
MRx0518 in a neoadjuvant setting for patients with solid tumors, a
Phase I study of MRx0518 in patients with pancreatic cancer, a
Phase I/II study of MRx-4DP0004 in asthma, and Blautix(R) in
irritable bowel syndrome (IBS) which has completed a successful
Phase II trial. A Phase I study of MRx0005 and MRx0029 in patients
with Parkinson's disease is expected to commence in 2022.
Additional preclinical-stage programs include candidates for CNS
disease, immune-inflammatory conditions and cancer. The Company has
a research collaboration with MSD, a tradename of Merck & Co.,
Inc., Kenilworth, NJ, USA, to discover and develop Live
Biotherapeutics for vaccines.
For more information, refer to https://www.4dpharmaplc.com .
Contact Information:
4D pharma
Investor Relations ir@4dpharmaplc.com
Singer Capital Markets - Nominated Adviser and Joint Broker
Philip Davies / James Fischer (Corporate Finance) +44 (0)20 7496
3000
Tom Salvesen (Corporate Broking)
Bryan Garnier & Co. Limited - Joint Broker
Dominic Wilson +44 (0)20 7332 2500
Stern Investor Relations
Julie Seidel +1-212-362-1200
Julie.seidel@sternir.com
Image Box Communications
Neil Hunter / Michelle Boxall +44 (0)20 8943 4685
neil@ibcomms.agency / michelle@ibcomms.agency
6 Degrees
Lynne Dardanell +1-336-202-9689
ldardanell@6degreespr.com
Forward-Looking Statements
This announcement contains "forward-looking statements." All
statements other than statements of historical fact contained in
this announcement, including without limitation statements
regarding statements regarding the use of proceeds for any funds
raised under the Registration Statement, the Registration Statement
providing financial flexibility to access additional capital in a
competitive and expeditious manner when market conditions are
appropriate, and the period of effectiveness of the Registration
Statement, are forward-looking statements within the meaning of
Section 27A of the United States Securities Act of 1933, as amended
(the "Securities Act"), and Section 21E of the United States
Securities Exchange Act of 1934, as amended (the "Exchange Act").
Forward-looking statements are often identified by the words
"believe," "expect," "anticipate," "plan," "intend," "foresee,"
"should," "would," "could," "may," "estimate," "outlook" and
similar expressions, including the negative thereof. The absence of
these words, however, does not mean that the statements are not
forward-looking. These forward-looking statements are based on the
Company's current expectations, beliefs and assumptions concerning
future developments and business conditions and their potential
effect on the Company. While management believes that these
forward-looking statements are reasonable as and when made, there
can be no assurance that future developments affecting the Company
will be those that it anticipates.
All of the Company's forward-looking statements involve known
and unknown risks and uncertainties, some of which are significant
or beyond its control, and assumptions that could cause actual
results to differ materially from the Company's historical
experience and its present expectations or projections. The
foregoing factors and the other risks and uncertainties that affect
the Company's business, including the risks relating to statements
regarding the use of proceeds for any funds raised under the
Registration Statement, the Registration Statement providing
financial flexibility to access additional capital in a competitive
and expeditious manner when market conditions are appropriate, and
the period of effectiveness of the Registration Statement , and
those additional risks and uncertainties described the documents
filed by the Company with the US Securities and Exchange Commission
("SEC"), should be carefully considered. The Company wishes to
caution you not to place undue reliance on any forward-looking
statements, which speak only as of the date hereof. The Company
undertakes no obligation to publicly update or revise any of its
forward-looking statements after the date they are made, whether as
a result of new information, future events or otherwise, except to
the extent required by law.
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END
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