4SC AG / Key word(s): Capital Increase/Financing 02.07.2015 22:14 Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- Ad hoc release pursuant to Section 15 of the German Securities Trading Act (Wertpapierhandelsgesetz, WpHG) NOT FOR DISTRIBUTION, PUBLICATION, OR TRANSMISSION IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN. 4SC AG announces subscription price for new shares from current capital increase - Subscription price set at EUR 4.00 per new share - Subscription period scheduled to end on 6 July 2015 at 24:00 hrs. midnight (CEST) Planegg-Martinsried, Germany, 2 July 2015 - The Management Board of 4SC AG (Frankfurt, Prime Standard: ISIN DE000A14KL72, VSC) today resolved, with the approval of the Supervisory Board, the subscription price for the ongoing cash capital increase at EUR 4.00 per new share. As announced in the Company's ad hoc release on 22 June 2015, the subscription price was determined taking into account the volume-weighted average price (VWAP) of 4SC AG in the XETRA electronic trading system on the Frankfurt Stock Exchange from the beginning of the subscription period on 23 June 2015 until close of trading on 2 July 2015, less a discount. The VWAP of the 4SC share in the relevant period was EUR 4.53, hence the granted discount amounts to 11.7%. The ongoing subscription period for the new shares is scheduled to end at 24:00 hrs. midnight (CEST) on 6 July 2015. Any new shares not subscribed for will be offered to selected institutional investors as private placements. 4SC AG intends to issue up to approximately 8.2 million new shares by cash contributions for the further development of its existing research and development programmes, in particular for the financing of a planned clinical Phase II trial with its lead anti-cancer agent resminostat in the tumour indication of cutaneous T-cell lymphoma (CTCL). In addition, the Company plans to issue up to approximately 2.0 million new shares (Consideration Shares) for the same issue price of EUR 4.00 as part of a capital increase against contributions in kind in order to swap a substantial portion of an existing loan from major shareholder Santo Holding (Deutschland) GmbH into equity. Overall, through both capital measures, 4SC AG intends to increase its share capital from EUR 10,216,646.00, composed of 10,216,646 no-par value bearer shares, to up to EUR 20,433,292.00, composed of up to 20,433,292 shares, while partially utilising authorised capital. Further details on the capital increase can be found in 4SC's ad hoc release dated 22 June 2015 and on the websites www.4sc.de and www.capital.4sc.de, where also the rights offering and the securities prospectus are available. --------------------------------------------------------------------------- Information and Explaination of the Issuer to this News: Use of proceeds: 4SC AG intends to use the proceeds from the cash capital increase primarily for the further clinical development of its epigenetic anti-cancer compound resminostat in the indication of cutaneous T-cell lymphoma (CTCL). In particular, the Company plans to finance a clinical Phase II trial in this haematological cancer indication scheduled to begin in early 2016. If successful, the trial data could be the basis for an application for conditional approval on the European market. The Company intends to secure its overall financing until the results of the CTCL study are expected in the second half of 2018. Furthermore, the proceeds will serve to further accelerate preparations for clinical Phase II trials with the anti-cancer compound 4SC-202, the initiation of partnerships for the further clinical development of the anti-cancer compound 4SC-205 and negotiations with potential partners concerning all of the Company's compounds. About 4SC The Group managed by 4SC AG (ISIN DE000A14KL72) discovers and develops targeted, small-molecule drugs for treating diseases with high unmet medical needs in various cancer and autoimmune indications. These drugs are intended to provide innovative treatment options that are more tolerable and efficacious than existing therapies, and provide a better quality of life. The Company's pipeline comprises promising products that are in various stages of clinical development. 4SC's aim is to generate future growth and enhance its enterprise value by entering into partnerships with pharmaceutical and biotech companies. Founded in 1997, 4SC had a headcount of 68 employees (58 FTEs) at 31 March 2015. 4SC AG has been listed on the Prime Standard of the Frankfurt Stock Exchange since December 2005. Legal note These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities in the United States, Germany or any other jurisdiction. The shares (the 'Shares') of 4SC AG (the 'Company') may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register any portion of the offering in the United States or to conduct a public offering of Shares in the Company in the United States. This publication constitutes neither an offer to sell nor a solicitation to buy securities. The offer will be made solely by means of, and on the basis of, a securities prospectus. The prospectus is available for free at 4SC AG, Am Klopferspitz 19a, 82152 Planegg-Martinsried, Germany, and on the websites of 4SC AG at www.4SC.de and www.capital.4SC.de. Cautionary statement regarding forward-looking statements This press release contains certain forward-looking statements. Any forward-looking statement applies only on the date of this press release. By their nature, forward-looking statements are subject to a number of known and unknown risks and uncertainties that may or may not occur in the future and as a result of which the actual results and performance may differ substantially from the expected future results or performance expressed or implied in the forward looking statements. No warranties or representations are made as to the accuracy, achievement or reasonableness of such statements, estimates or projections, and 4SC AG has no obligation to update any such information or to correct any inaccuracies herein or omission herefrom which may become apparent. For more information please visit www.4sc.com or contact: 4SC AG Jochen Orlowski, Corporate Communications & Investor Relations jochen.orlowski(at)4sc.com, Tel.: +49-89-7007-6366 MC Services Katja Arnold, Michelle Kremer katja.arnold(at)mc-services.eu, Tel.: +49-89-2102-2840 02.07.2015 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: 4SC AG Am Klopferspitz 19a 82152 Martinsried Germany Phone: +49 (0)89 7007 63-0 Fax: +49 (0)89 7007 63-29 E-mail: public@4sc.com Internet: www.4sc.de ISIN: DE000A14KL72 WKN: A14KL7 Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Munich, Stuttgart, Tradegate Exchange End of Announcement DGAP News-Service ---------------------------------------------------------------------------
DGAP-Adhoc: 4SC AG announces subscription price for new shares from current capital increase
| Source: EQS Group AG