DGAP-Adhoc: 4SC AG secures EUR 29 million from capital increase to finance planned clinical development programme of its cancer compound resminostat


4SC AG  / Key word(s): Capital Increase/Financing

07.07.2015 22:12

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.

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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 secures EUR 29 million from capital increase to finance planned
clinical development programme of its cancer compound resminostat

  - Gross proceeds at the upper end of targeted volume range

  - Participation of a number of new institutional investors from the US
    and Europe, including Wellington Partners as new cornerstone investor

  - Financing of planned clinical Phase II trial with resminostat with the
    goal of achieving market approval in tumour indication CTCL secured

Planegg-Martinsried, Germany, 7 July 2015 - 4SC AG (Frankfurt, Prime
Standard: ISIN DE000A14KL72, VSC) today announced the successful completion
of its capital increase resolved on 22 June 2015 to finance its research
and development programmes in the field of cancer therapies, in particular
a planned clinical Phase II trial of its lead oncology compound resminostat
in the indication of cutaneous T-cell lymphoma (CTCL). In a cash capital
increase 7,250,000 offered shares were placed at a subscription price of
EUR 4.00 with existing shareholders in a rights issue and with selected new
institutional investors in a subsequent rump placement, which resulted in
gross issue proceeds of EUR 29 million. Thus, due to the significant demand
by new institutional investors in the rump placement, the upper end of the
targeted volume range of EUR 24-29 million could be reached.

Furthermore, a total of 1,500,000 consideration shares will be issued at
the same issue price of EUR 4.00 by way of a capital increase against
contributions in kind in order to swap a substantial portion of EUR 6
million of a shareholder loan from Santo Holding (Deutschland) GmbH into
equity.

Major shareholder Santo Holding and a number of other existing shareholders
made a significant contribution to the cash capital increase. Additionally,
a number of institutional investors from the United States and Europe were
acquired as new shareholders in a subsequent private placement of shares
that had not been subscribed for as part of the rights issue. The renowned
life science investor Wellington Partners is the anchor investor of the
transaction, having acquired new shares worth EUR 5 million.

As a result of the cash capital increase and the capital increase against
contributions in kind, the share capital of 4SC AG will increase from EUR
10,216,646.00, composed of 10,216,646 no-par value bearer shares, by EUR
8,750,000.00 or 8,750,000 shares to a total of EUR 18,966,646.00, composed
of 18,966,646 shares, while partially utilising authorised capital.

The new shares from the cash capital increase are expected to be available
for trading from 10 July to 27 July 2015 with the ISIN DE000A14KD72, the
German securities identification number (WKN) A14KD7 and the stock exchange
symbol VSCJ. From 28 July 2015, the new shares will have the same ISIN,
German securities identification number (WKN) and stock exchange symbol as
the existing 4SC shares (ISIN: DE000A14KL72, WKN: A14KL7, VSC).

Baader Bank AG acted as Global Coordinator and Sole Bookrunner for the
rights offering.


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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.

Enno Spillner, Chief Executive Officer of 4SC AG, commented: 'We are
pleased to have very successfully completed this financing measure despite
the currently difficult market environment. We will use the issue proceeds
raised, which came out at the upper end of our targeted volume range, to
work intensively on preparing the planned clinical trial of resminostat in
the cancer indication of CTCL. This trial, if successful, should result
directly in the first approval of one of our compounds and could generate
annual peak sales of up to EUR 140 million in this initial indication. In
so doing we want to open an important new chapter both for resminostat and
for 4SC as a whole.'

Enno Spillner continued: 'In addition to the on-going development work
carried out by our Japanese partner Yakult Honsha in the indications of
liver cancer (HCC), lung cancer (NSCLC), pancreatic cancer and biliary
tract cancer in Asia, we will also review further attractive development
options for resminostat. In this context we are considering, for example,
immuno-oncological priming in the attractive cancer immunotherapy market
and the further clinical development of resminostat in the indication of
liver cancer in Western patients. We also wish to promote the clinical
Phase II development of our two other innovative anti-cancer compounds,
4SC-202 and 4SC-205, ideally through possible partnerships, to unlock
further value creation potential. We wish to thank our existing and new
shareholders for their trust in 4SC AG.'


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 was 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.


The securities have already been sold.

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

07.07.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de

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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
 
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