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. --------------------------------------------------------------------------- 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. --------------------------------------------------------------------------- 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 --------------------------------------------------------------------------- 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 secures EUR 29 million from capital increase to finance planned clinical development programme of its cancer compound resminostat
| Source: EQS Group AG