Update on Autolus proposed IPO in the United St...

 Syncona Limited

Update on Autolus proposed IPO in the United States

8 June 2018

Syncona Ltd, a leading healthcare company focused on investing in and building global leaders in life science, today notes that its portfolio company Autolus Therapeutics Limited (to be reorganised as Autolus Therapeutics plc) (“Autolus”) has filed an amended registration statement on Form F-1 with the U.S. Securities and Exchange Commission (the “SEC”) relating to a proposed initial public offering in the United States of its American Depositary Shares (“ADSs”), each ADS representing one ordinary share.

The registration statement discloses an indicative pricing range for the proposed offering of U.S.$15.00 – U.S.$17.00 per ADS. This would represent an increase in value of Syncona’s current shareholding in Autolus (compared to the 30 April 2018 sterling holding value) of £49.5 – £67.7 million[1] (7.4p-10.2p per Syncona share). The proposed maximum aggregate offering amount specified in the filing is U.S.$125.0 million, which assumes that the offering price is at the midpoint of the indicative pricing range and does not include the underwriters’ option to purchase additional ADSs.

Syncona has indicated an interest in purchasing ADSs in the offering, subject to agreement with the underwriters.

The registration statement can be accessed through the SEC’s EDGAR database.

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.

The securities referred to in this announcement are to be offered only by means of a prospectus. When available, copies of the preliminary prospectus can be obtained from Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at [phone] or by email at [e-mail]; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, or by telephone at + 1 877 547 6340, or by email at [e-mail]. For the avoidance of doubt, such prospectus will not constitute a "prospectus" for the purposes of Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in each relevant EU member state) and will not have been reviewed by any competent authority in any EU member state.

[ENDS]
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This announcement includes information that is inside information as defined in Article 7 of the Market Abuse Regulation (EU) No.596/2014. The person responsible for arranging for the release of this announcement on behalf of Syncona Ltd is Andrew Cossar, General Counsel, SIML.

Forward-looking statements – this announcement contains certain forward-looking statements with respect to the portfolio of investments of Syncona Ltd. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that may or may not occur in the future. There are a number of factors that could cause actual results or developments to differ materially from those expressed or implied by these forward-looking statements and forecasts. Nothing in this announcement should be construed as a profit forecast.

About Syncona

Syncona is a leading FTSE250 healthcare company focused on investing in and building global leaders in life science. Our vision is to deliver transformational treatments to patients in truly innovative areas of healthcare while generating superior returns for shareholders. Our current investment portfolio consists of seven high quality companies in life science and a leading range of fund investments.

We seek to partner with the best, brightest and most ambitious minds in science to build globally competitive businesses. We are established leaders in gene therapy, cell therapy and advanced diagnostics, and focus on delivering dramatic efficacy for patients in areas of high unmet need.

Our fund investments represent a productively deployed evergreen funding base which enables us to take a long term approach to investing in life sciences as we target the best new opportunities and support our existing portfolio companies to grow and succeed.

Syncona is aligned with two of the premium charitable funders in UK science, the Wellcome Trust, original founder of Syncona, and Cancer Research UK, both of which are significant shareholders in our business.  We make a donation of 0.3% of Net Asset Value to a range of charities each year.

 About Autolus

Autolus is a biopharmaceutical company developing next-generation programmed T cell therapies for the treatment of cancer.

[1] At exchange rates on 7 June 2018